UNITED STATESSECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-K(Mark One)

☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended December 31, 2017

Or

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to

Commission file number 001-14053

Milestone Scientific Inc.(Exact name of registrant as specified in its charter)

Delaware 13-3545623State or other jurisdiction of Incorporation or organization (I.R.S. Employer Identification No.)

220 South Orange Avenue, Livingston, NJ 07039

(Address of principal executive offices)Registrant’s telephone number, including area code: 973-535-2717

Securities registered pursuant to Section 12(b) of the Act:

Title of each class Name of each exchange on which registeredCommon Stock, par value $.001 per share NYSE American

Securities registered pursuant to section 12(g) of the Act: NONE

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. ☐ Yes ☑ No

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. ☐ Yes ☑ No

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during thepreceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90days. ☑ Yes ☐ No

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate website, if any, every Interactive Data File required to besubmitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant wasrequired to submit and post such files). ☑ Yes ☐ No

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (§ 229.405 of this chapter) is not contained herein and will not becontained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment of thisForm 10-K. ☑

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See thedefinitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer ☐ Accelerated filer ☐ Non-accelerated filer ☐ (Do not check if a smaller reporting company) Smaller reporting company ☑

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). Yes ☐ No ☑

As of June 30, 2017, the last business day of the registrants most recently completed second fiscal quarter, the aggregate market value of the common stock held by

non- affiliates of the issuer was $27,488,612. This amount is based on the closing price of $1.50 per share of the registrant's common stock as of such date, as reported on theNYSE American.

As of April 2, 2018, the registrant has a total of 33,183,238 shares of Common Stock, $0.001 par value outstanding.

DOCUMENTS INCORPORATED BY REFERENCE

None

MILESTONE SCIENTIFIC INC.Form 10-K Annual ReportTABLE OF CONTENTS

PART I

Item 1. Business 4 Item 1A. Risk Factors 14 Item 1B. Unresolved Staff Comments 22 Item 2. Description of Property 22 Item 3. Legal Proceedings 23 Item 4. Mine Safety Disclosure 23

PART II Item 5. Market for Common Equity, Related Stockholder Matters and Small Business Issuer Purchases of Equity Securities 23 Item 6. Selected Financial Data 24 Item 7. Management's Discussion and Analysis or Plan of Operations 24 Item 7A. Quantitative and Qualitative Disclosure about Market Risk 31 Item 8. Financial Statements 31 Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure 31 Item 9A. Controls and Procedures 31 Item 9B. Other Information 32

PART III

Item 10. Directors, Executive Officers, Promoters and Control Persons and Corporate Governance; Compliance with Section 16 (a) of theExchange Act 32

Item 11. Executive Compensation 35 Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters 40 Item 13. Certain Relationships and Related Transactions, and Director Independence 42 Item 14. Principal Accounting Fees and Services 42

PART IV Item 15. Exhibits and Financial Statement Schedules 43

SIGNATURES 44EXHIBITS

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FORWARD-LOOKING STATEMENTS

Certain statements made in this Annual Report on Form 10-K are “ forward-looking statements” (within the meaning of the Private Securities Litigation Reform Act of1995) regarding the plans and objectives of management for future operations. Such statements involve known and unknown risks, uncertainties and other factors that may causeactual results, performance or achievements of Milestone Scientific Inc. (“Milestone Scientific”) to be materially different from any future results, performance or achievementsexpressed or implied by such forward-looking statements. The forward-looking statements included herein are based on current expectations that involve numerous risks anduncertainties. Milestone Scientific’s plans and objectives are based, in part, on assumptions involving the continued expansion of business. Assumptions relating to the foregoinginvolve judgments with respect to, among other things, future economic, competitive and market conditions and future business decisions, all of which are difficult or impossibleto predict accurately and many of which are beyond the control of Milestone Scientific. Although Milestone Scientific believes that its assumptions underlying the forward-looking statements are reasonable, any of the assumptions could prove inaccurate. Considering the significant uncertainties inherent in the forward-looking statements includedherein, particularly in view of Milestone Scientific’s early stage operations, the inclusion of such information should not be regarded as a representation by Milestone Scientificor any other person that the objectives and plans of Milestone Scientific will be achieved. Milestone Scientific undertakes no obligation to revise or update publicly any forward-looking statements for any reason.

Milestone Scientific is the owner of the following registered U.S. trademarks: CompuDent®; CompuMed®; CompuFlo®; DPS Dynamic Pressure Sensing Technology®;Milestone Scientific ®; the Milestone logo ®; Safety Wand®; STA Single Tooth Anesthesia System®; and The Wand ®.

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PART I

All references in this report to “Milestone Scientific, Inc.,” “us,” “our,” “we,” the “Company “or “Milestone” refer to Milestone Scientific Inc., and its consolidated subsidiaries,Wand Dental, Inc., Milestone Advanced Cosmetic Inc. and Milestone Medical Inc. and affiliate, Milestone Education LLC, unless the context otherwise indicates. MilestoneScientific is the owner of the following registered U.S. trademarks: CompuDent®; CompuMed®; CompuFlo®; DPS Dynamic Pressure Sensing technology®; MilestoneScientific®; the Milestone logo®; Safety Wand®; STA Single Tooth Anesthesia System®; and The Wand®.

Item 1. Business Overview

Milestone Scientific is a biomedical technology research and development company that patents, designs, develops and commercializes innovative diagnostic and therapeuticinjection technologies and devices for medical, dental, cosmetic and veterinary applications. We have focused our resources on redefining the worldwide standard of care forinjection techniques by making the experience more comfortable for the patient by reducing the anxiety and stress of receiving injections from the healthcare provider. Ourcomputer-controlled injection systems make injections precise, efficient and virtually painless. Milestone’s proprietary DPS Dynamic Pressure Sensing technology® is ourtechnology platform that advances the development of next-generation devices, regulating flow rate and monitoring pressure from the tip of the needle, through platformextensions for local anesthesia for subcutaneous drug delivery, with specific applications for cosmetic botulinum toxin injections, epidural space identification in regionalanesthesia procedures and intra-articular joint injections.

Since our inception, we have engaged in pioneering proprietary, innovative, computer-controlled injection technologies and solutions for the medical and dental markets. We

believe our technologies are proven and well established. In 1997, Milestone Scientific released its first commercial product, the first computer-controlled local anesthesia delivery (C-CLAD) system, into the North American

marketplace. This product was our proprietary, computer-controlled anesthetic delivery device, initially marketed as The Wand®, a computer-controlled local anesthesia delivery(C-CLAD) device with a single-use disposable handpiece for the dental market, regulating and controlling the flow rate of anesthetics. This device was later rebrandedcommercially as the CompuDent® System with the addition of several new features.

In 2001, Milestone Scientific was issued the initial United States Patent for CompuFlo® technology, entitled “Pressure/Force Computer Controlled Drug Delivery

Instrument with Exit Pressure,” allowing the device to continuously monitor and control the exit pressure of medication and/or fluid during an injection. We call this innovationDPS Dynamic Pressure Sensing technology. This same technology also enables doctors to accurately identify different tissue types based on detecting exit pressure during aninjection. Later in 2004, the United States Patent Office issued a “Notice of Allowance” for patent protection on two additional critical elements of our CompuFlo technology:“Drug Delivery Instrument with Profiles” and “Pressure/Force Computer Controlled Drug Delivery with Automated Charging”.

Given our experience and established brand awareness within the dental industry, we elected to focus our initial product development efforts on the integration of

CompuFlo’s DPS Dynamic Pressure Sensing technology into our legacy dental injection system. In 2006, the FDA cleared the first system utilizing CompuFlo's DPS DynamicPressure Sensing technology— the STA (Single Tooth Anesthesia) System and handpiece for use in the dental market, providing continuous real-time visual and audible pressurefeedback from the tip of the needle while also precisely regulating the flow rate. Because of combining the ability to regulate the flow rate and monitor pressure at the tip of theneedle, Milestone Scientific developed the industry’s first solution for painlessly administering an intra-ligamnetary injection, i.e., “single-tooth anesthesia” which could be used asthe only injection necessary for achieving dental anesthesia, foregoing the need to administer traditional injections such as a nerve branch block. In addition to single-toothanesthesia the STA System can effectively perform all the traditional injections that dentist’s routine gives but can provide them virtually pain free and with a numerous clinicaladvantage. This device, which also utilizes a disposable handpiece, is currently marketed by Milestone Scientific as the Wand STA® System.

Milestone Scientific believes our dental devices have set a new standard of care for dental injections. Our dental devices have been used to administer tens of millions of

injections worldwide. Each of our devices has a related single use disposable handpiece, leading to a continuing revenue stream following sale of the device. At present, we selldisposable handpieces unique to our legacy product (the Wand and CompuDent) to users who have not upgraded to our current dental product, the Wand STA System.

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Building on the success of our proprietary, core technology platform for dental injections, and desiring to pursue other growth opportunities, we have recently begun toexpand the uses and applications of our proprietary, patented technologies to achieve greater operational efficiencies, enhanced patient safety and therapeutic adherence, patientsatisfaction, and improved quality of care across a broad range of medical specialties. In June 2017, we received FDA regulatory clearance to sell the CompuFlo EpiduralComputer Controlled Anesthesia System in the United States for certain medical applications. We intend to continue to expand the uses and applications of our DPS DynamicPressure Sensing technology.

We believe that we and our technology solutions are widely recognized by key opinion leaders (i.e., academics, anesthesiologists and practicing dentists whose opinions are

widely respected), industry experts and medical and dental practitioners as a leader in the emerging, computer-controlled injection industry. Milestone Scientific remains focused on advancing efforts to achieve the following five primary objectives:

● Establishing Milestone’s DPS Dynamic Pressure Sensing technology platform as the standard-of-care in painless and precise drug delivery, providing for thefirst time objective visual and audible in-tissue pressure feedback, and continuing to expand platform applications;

● Following obtaining successful FDA clearance of our first medical device in June 2017, Milestone Scientific is transitioning from a research and developmentorganization to a commercially focused medical device company;

● Commercializing our CompuFlo Epidural System, a transformative device for epidural anesthesia procedures;● Expanding the global footprint of our CompuFlo Epidural System by partnering with distribution companies worldwide; and● Continuing the commercial launch of our proprietary cosmetic injection device for delivery of botulinum toxin (such as Botox® and Dysport®).

Our dental devices are sold in the United States, Canada and in 53 other countries with FDA, CE and other clearances Since receiving FDA clearance in 2017 our epiduraldevices have had minimal sales in the United States and Europe.

DPS Dynamic Pressure Sensing Technology®; Our Proprietary Core Technology Platform

Our first commercial product, our proprietary, computer-controlled anesthetic delivery device, initially marketed as The Wand later rebranded commercially as the

CompuDent® System, for the dental market, uses patented technology, including a single-use disposable handpiece, to control the flow rate of the anesthesia during the injection,allowing virtually painless injections for all dental procedures with optimal effectiveness. Over the years, the CompuDent System has been widely heralded as a revolutionarydevice, considered one of the major advances in dentistry in the 20th Century, and has been favorably evaluated in more than 50 peers reviewed or independent clinical researchreports.

Our next significant intellectual property advancement was a quantum improvement over our CompuDent® System – the development of our proprietary CompuFlo®

Computer-Controlled Drug Delivery System with DPS Dynamic Pressure Sensing technology, an advanced and FDA-approved technology for the painless and accurate delivery ofdrugs, anesthetics and other medicaments into all tissue types, as well as for the aspiration of bodily fluids or previously injected substances. Its regulation and control of the flowrate continues to provide painless delivery benefits, while its innovative dynamic pressure sensing capability provides visual and audible in-tissue pressure feedback, identifyingtissue types to the healthcare provider. This pressure feedback extends the benefit of painlessness from anesthetics with known viscosities to a wide range of liquid drugs and othermedicaments with varying viscosities and flow rates. Such pressure feedback, part of our DPS Dynamic Pressure Sensing technology, also allows the healthcare provider to knowwhen certain types of tissues have been penetrated and permits the healthcare provider to inject medicaments precisely at the desired location. Thus, real-time continuous pressurefeedback can prevent the injection to tissue outside the intended target area, an important characteristic in the injection of chemotherapeutics and other toxic substances.

In addition to the ability to determine exit pressure In-Situ (in the injection site tissue) at the tip of the needle, minimizing tissue damage (and eliminating the pain of the

injection) because the flow rate and pressure of the injection are precisely controlled, CompuFlo® computer-controlled Drug Delivery Systems features a proprietary algorithm,which allow for the measurement of the exit pressure. These algorithms contain the critical components of specific drugs, parameters of needles, tubing and syringes and all otherpertinent components for the safe and efficacious delivery of medications for all procedures. CompuFlo® technology also enables devices to provide a digital record of the timeand volume of anesthetic or medicament injected.

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Each CompuFlo® System also includes a disposable injection handpiece that is extremely comfortable, light and easy to use, providing for precise tactile control during the

injection, an electromechanical (computer-controlled) fluid delivery instrument and the ability to record data from the injection event. The pencil grip used with the handpiecesprovides the practitioner with enhanced tactile sense and accurate control and allows bi-directional rotation, eliminating needle deflection, resulting in a greater accuracy andsuccess. The handpiece is vibration-free because it does not have a motor or electrical component in it and, since the handpiece does not look like a typical syringe, we believe italso reduces patient anxiety and offers the possibility of curing dental phobia of which an estimated 40 million Americans suffer.

As confirmed by numerous noted medical and dental experts within academia and the clinical practice arenas, CompuFlo Systems using DPS Dynamic Pressure Sensing

technology have the potential to greatly increase the safety and efficacy of many drug delivery procedures that currently rely upon the over 150-year-old hypodermic syringetechnology and the tactile senses and delivery expertise of the administrator.

Devices using DPS Dynamic Pressure Sensing technology such as the CompuFlo System can be used to inject a wide variety of liquid medicaments as well as anesthetics.

We believe our CompuFlo System avoids the negative side effects from the use of traditional hypodermic drug delivery injection devices, which are well documented in dental andmedical literature and include risk of death, transient or permanent paralysis, pain, tissue damage and post-operative complications. Pain and tissue damage often result fromuncontrolled flow rates and pressure created during the administration of drug solutions into human tissue. While several technologies have can control the flow rate, we believeour patented DPS Dynamic Pressure Sensing technology and CompuFlo Systems provide the ability to accurately and precisely control the pressure of the injection as well.

We believe our DPS Dynamic Pressure Sensing technology and CompuFlo Systems provides the following benefits:

● minimizes the pain associated with injections, resulting in a more comfortable injection experience for the patient;● provides visual and audible in-tissue pressure feedback, identifying the desired target location to the healthcare provider, extending the benefit of painlessness

from anesthetics with known viscosities to a wide range of liquid drugs and other medicaments with varying viscosities and flow rates;● allows the healthcare provider to know when the target location is present and permits the healthcare provider to inject medicaments precisely at the desired

location;● provides a digital record of the time and volume of anesthetic or medicament injected;● minimizes tissue damage because the flow rate and pressure of the injection are controlled;● provides an integrated injection database of algorithms that have been defined which allow for the measurement of the exit pressure, containing the critical

components of specific drugs, parameters of needles, tubing and syringes and all other pertinent components for the safe and efficacious delivery of medications;● the pencil grip used with the handpieces allows significant tactile sense and accurate control;● new injections made possible with the technology eliminate collateral numbness;● bi-directional rotation of the handpieces eliminates needle deflection resulting in greater success and more rapid onset of anesthesia in injections;● the use of a single patient use, disposable handpieces minimize the risk of cross contamination; and

Our first system utilizing a DPS Dynamic Pressure Sensing technology platform was our STA System and related handpiece for the dental market, currently marketed as theWand STA System. Another platform extension of our DPS Dynamic Pressure Sensing technology® platform is the CompuFlo Epidural System. In addition, we have developedplatform extensions of our DPS Dynamic Pressure Sensing technology platform for intra-articular (for administering corticosteroids, hyaluronic acid and other medicaments intoboth major and minor joints for the alleviation of pain associated with arthritis and other deleterious joint conditions), cosmetic and veterinary applications. We intend to continueto develop and commercialize new applications of our DPS Dynamic Pressure Sensing Technology Platform as commercial line extensions.

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CompuFlo Epidural Computer Controlled Anesthesia System

In June 2017, we received FDA regulatory clearance to sell the CompuFlo Epidural Computer Controlled Anesthesia System in the United States for certain medical

applications. The CompuFlo Epidural Computer Controlled Anesthesia System obtained CE mark approval in September 2014, allowing it to be marketed and sold in mostEuropean countries and many other countries accepting CE approved devices. Because of receiving such FDA clearance, we are transitioning from a research and developmentorganization to a commercially focused medical device company and beginning to commercialize our DPS Dynamic Pressure Sensing technology platform and related devices formedical applications.

The CompuFlo Epidural Computer Controlled Anesthesia System is one such platform extension of our DPS Dynamic Pressure Sensing technology platform, providing

anesthesiologists and other healthcare providers the ability, for the first time, to quantitatively determine and document the pressure at the needle tip in real-time for proper needleplacement in epidural procedures used for labor/delivery and back pain management. Our proprietary DPS Dynamic Pressure Sensing technology allows the CompuFlo EpiduralComputer Controlled Anesthesia System to provide objective visual and audible in-tissue pressure feedback that allows anesthesiologists to identify and confirm placement in theepidural space.

Our CompuFlo Epidural Computer Controlled Anesthesia System provides an objective tool that we believe consistently and accurately identifies the epidural space by

detecting the difference in pressure between the ligamentum flavum and the intrafilamentary tissue. In studies, the CompuFlo Epidural System with DPS Dynamic PressureSensing technology has been shown to be effective in correctly identifying the epidural space. Knowing the precise location of a needle tip during an epidural injection procedureprovides a measure of safety not presently available to doctors using conventional syringes. In the absence of fluoroscopy, identifying the epidural space by relying on thesubjective perception of loss of resistance to saline requires a very long education period and learning curve and could result in morbidity and lack of efficacy. During back painmanagement epidural procedures, where fluoroscopy is commonly used, the CompuFlo Epidural Computer Controlled Anesthesia System allows the clinician to locate the epiduralspace, without using fluoroscopy, thereby protecting the patient and clinician from unnecessary exposure to radiation along with significantly reducing capital and operating costs.

An abstract presented at the 45th Chilean Congress of Anesthesiology on November 11, 2017, entitled: Utilization of Dynamic Pressure Sensing™ in Epidural Procedures

for Child Birth and representing the first formal presentation of our CompuFlo Epidural Computer Controlled Anesthesia System device in South America, summarized the resultsof a recent independent, investigator-led clinical study evaluating the use of Milestone’s CompuFlo Epidural device in 50 labor and delivery patients, concluding that the epiduralspace was correctly identified in 100% of the patients. In addition, the epidural space was located on the first attempt with all the patients. There were no cases of accidentalpuncture of the dura, a common risk factor for traditional epidural procedures using the loss of resistance technique. We believe that this represents a significant benefit for thepayors, physicians, and most importantly, the patients.

In July 2017, Milestone Scientific acquired certain patent rights and other intellectual property rights related to the computer-controlled injection device of APAD Octrooi

B.V. and APAD B.V. This patent portfolio solidifies our patent rights for computer-controlled local anesthetic delivery (C-CLAD) technology and expands our proprietary rightsand provides low cost and simple instrument to deliver epidural injections. CompuFlo Intra-Articular Computer Controlled Injection System

Another platform extension utilizing our DPS Dynamic Pressure Sensing technology platform and CompuFlo System are our devices for administering corticosteroids and

other medicaments into both major and minor joints for the alleviation of pain associated with arthritis and other deleterious joint conditions. As features of our DPS DynamicPressure Sensing technology, this device also precisely controls in-tissue pressure, increasing patient safety by reducing the risk of tissue damage and post-treatment pain related toexcessive pressure that may occur during certain injections. Identification of the tissue, in which the needle tip is imbedded, is believed to be highly important in intra-articularinjections and numerous organ, subcutaneous and intramuscular injections.

We believe our intra-articular injection device is particularly efficacious for arthritis patients who are obliged to endure multiple painful injections annually for a lifetime.

Often these injections are not efficacious because the doctor using a syringe fails to locate the intra-articular space or does not inject the appropriate volume of corticosteroids orother medicament into that space. Our CompuFlo System has been shown successful in an independent animal study in administering medicaments into a certain intra-articularspace using its computer-controlled pressure sensing capabilities.

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The intra-articular device has obtained CE mark clearance and may be marketed and sold in most European countries and many other countries accepting CE approved

devices. In December 2016, we received notification from the FDA that our 510(k) applications for marketing approval of the intra-articular device did not demonstrate that thedevice was as safe and effective as legally marketed devices. We intend to submit a new 510(k) application that we believe will demonstrate substantial equivalency; however, wecan provide no assurances of when, if ever, we will receive FDA clearance for our intra-articular device. Cosmetic Botulinum Injection Device

The American Society of Plastic Surgeons (ASPS) reported that among the 14.2 million cosmetic minimally-invasive procedures performed in 2015, the top performed

procedure, at 6.7 million procedures, was Botulinum Toxin Type A (commonly known as Botox) injection. Leveraging our experience in minimizing the pain of dentalanesthetic injections, we established a joint venture in 2014 to develop and commercialize a device for the pain free injection of botulinum toxin. The joint venture entity,Milestone Advanced Cosmetic Systems, Inc., is owned 50% by us and 50% by Milestone China Company Limited (“Milestone China”), a company organized under the laws ofHong Kong and then owned 40% by Milestone Scientific, but as to which Milestone Scientific now only has an option to purchase up to 40% of Milestone China (as moreparticularly described below under Distribution and Marketing Arrangements). Milestone China contributed $900,000 of cash to the joint venture and we have provided aroyalty-free license to utilize our technology to the joint venture to develop a botulinum toxin injection device.

In November 2017, we announced plans for the commercial launch of our proprietary cosmetic injection device using our DPS Dynamic Pressure Sensing technology

platform and our CompuFlo Cosmetic System for delivery of botulinum toxin. Our proprietary cosmetic injection device features improved needle placement with a comfortablestylus grip, precise dosing, the same technology platform that has made dental and epidural injections painless, and an intuitive touch-screen interface. Based on the positiveoutcomes of a series of multi-state human factor studies with targeted customers, we are moving towards the commercial launch of our cosmetic device and applying for marketingclearance in Europe (CE clearance), and United States (FDA clearance). Although the Company’s instrument has progressed beyond the development stage, additional equityfinancing is necessary to fund the commercialization of the instrument. To this end, the Company is currently in the process of pursuing additional financing. However, theCompany and Milestone China can provide no assurance that additional financing will be consummated on acceptable terms, or at all

We believe that the touch screen and other platform improvements embodied by our cosmetic device will form the basis for our ne xt generation of devices.

Veterinary Nerve Block Anesthesia Device

The effectiveness of our veterinary nerve block anesthesia device (existing medical device) for such use was confirmed by a pilot study and final report completed byCornell University, College of Veterinary Medicine. Additional studies with other universities are in process with respect to horses and small animals. We are exploringcommercialization opportunities.

The Wand STA System

In 2006, we received FDA clearance for our Wand STA System and disposable handpiece, the first system utilizing CompuFlo’s DPS Dynamic Pressure Sensing

technology, for use in the dental market. The Wand STA System and handpiece continue to provide all of the benefits of the CompuDent System, allowing dentists to providevirtually painless injections for all dental procedures, including routine fillings, as well as more sophisticated implants, root canals and crowns, while better facilitating singletooth anesthesia (now generally performed with a high pressure spring loaded gun-like device), but also incorporates the "pressure feedback" elements of Milestone Scientific'spatented CompuFlo System, thereby allowing dentists to administer injections accurately and painlessly into the periodontal ligament space, effectively anesthetizing a singletooth. Injections made by the Wand STA System eliminate collateral numbness of the tongue, lips and facial muscles and often hasten the onset of anesthesia by eliminating theneed for mandibular blocks. The Wand STA also identifies intrafilamentary tissue, so dentists can find the precise location for single tooth anesthesia . This injection is ofsignificant value in that it allows the dentist to profoundly anesthetize the tooth within one minute per root, versus up to 15-18 minutes for a block injection to take effect. TheWand STA System can perform all the injections that can be done with a conventional dental syringe, and in addition, we provide the ability to perform the following: the palatal-anterior superior alveolar, anterior middle superior alveolar and inferior alveolar nerve block. The Wand STA System achieves these injections predictably and reliably. To date,substantially all our revenue has been generated by the Wand STA System for dental applications.

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Since its market introduction in the spring of 2007, the Wand STA System has received favorable reviews and awards from the dental industry. In July 2007, noted industry

publication Dentistry Today featured the Wand STA System as one of the “Top 100 Products in 2007,” helping to promote much broader recognition of the instrument andvalidating the Wand STA System’s value proposition for dentists and patients, alike. In early 2008, Medical Device & Diagnostic Industry magazine distinguished the Wand STASystem as a 2008 Medical Design Excellence Award winner in the “Dental Instruments, Equipment and Supplies” product category. Of the 33 products to receive this covetedaward, the Wand STA System was one of only two winning products that serve dental practitioners. In December 2008, Milestone Scientific continued to win broad acclaim for theWand STA System by winning a “Townie Choice Award”. The “Townie Choice” awards were originally started by Dr. Howard Darran and Farran Media, publisher of DentaltownMagazine, to assist dentists in making product purchasing decisions, and are considered the “people’s choice” of the products and services available to the dental industry today.That same month, the Wand STA System was also named as a Dental Products Report “Top 100 2008 Product of Distinction.” Additionally, the Wand STA System was named oneof Dentistry Today’s “Top 100 Products” for the third consecutive year in 2010.

Other Devices

At earlier stages of development are our products using CompuFlo’s DPS Dynamic Pressure Sensing technology for less painful injections for use in rhinoplasty, colorectal

surgery, podiatry and other disciplines. In the self-injectable market, there are many injectable drugs routinely self-administered in a home or office setting using spring loadedautomatic injection devices by people who suffer from long term chronic conditions such as multiple sclerosis, rheumatoid arthritis, and other diseases of the auto immunesystem. We believe CompuFlo’s DPS Dynamic Pressure Sensing technology, using pressure sensing capabilities, can serve as a painless subcutaneous injection method for theseself-administered drugs. However, there can be no assurance that we will be able to successfully develop any such products, or that if developed, that we will be able to obtainFDA approval to market any such products, or even if we do obtain such FDA approval, that any such products will generate any revenue for us or be a commercial success. Distribution and Marketing Arrangements

Our dental devices are sold in the United States, Canada, and in over 53 countries abroad. In June 2017, we received FDA regulatory clearance to sell our first medical

device, the CompuFlo Epidural Computer Controlled Anesthesia System in the United States. Since receiving FDA clearance in 2017 our epidural devices have had minimalsales in the United States and Europe.

Dental Market

In the spring of 2009, Milestone Scientific signed a distribution and marketing agreement with China National Medicines Corporation, dba Sinopharm. In early October

2012, the State Food and Drug Administration (“CFDA”) of the People’s Republic of China approved the Wand STA System. However, the CFDA’s approval of the Wand STAhandpieces was not received until May 2014 and the distribution of these handpieces in China began in the fourth quarter of 2014. The distribution and marketing agreement withSinopharm was terminated in September 2014. Proximate to that time, we entered into a new agreement with Milestone China to be our distributor for the Wand STA System andhandpieces in China. Milestone Scientific then owned, but now has an option to purchase, forty (40%) percent of Milestone China (the “Milestone China Shares”). In June 2017,Milestone Scientific sold its Milestone China Shares to an unaffiliated United States domiciled purchaser for a promissory note secured by a pledge of the Milestone China Shares,and received a 10-year option to repurchase the Milestone China Shares at the same price as the purchase price paid for the Milestone China Shares within the first two years andat fair market value (as defined in such agreement) for the remainder of the 10-year term.

As of March 2, 2018, the promissory note was in default. If Milestone Scientific exercises its rights as a secured party it may be obligated to return to the purchaser up to the

$250,000 received for the Milestone China Shares as surplus. At this time Milestone Scientific has not received a response from the purchaser of the Milestone China Shares,Milestone Scientific has not recorded any financial benefit from the sale of Milestone China Shares to date.

In November 2012, Milestone Scientific signed an exclusive distributor and marketing agreement with a well-known U.S. domestic manufacturer and distributor, for the sale

and distribution of the Wand STA System and handpieces in the United States and Canada. The marketing initiative included participation in United States and Canadian dentalshows, as well as pediatric dental shows; an active advertising initiative targeting major dental publications; and direct mailing campaigns to over 150,000 dentists across theUnited States and Canada. This exclusive distributor and marketing agreement was converted to a non-exclusive agreement as of December 31, 2016.

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Beginning January 1, 2016, Milestone Scientific entered into a non-exclusive distribution agreement with Henry Schein. In June 2016, that agreement was replaced by a new

agreement with Henry Schein providing for an exclusive distribution arrangement for our dental products in the United States and Canada by a newly formed marketing and salesgroup at Henry Schein. Under this arrangement, we have a semi-dedicated independent sales force visiting dentists. Henry Schein’s exclusive products sales specialist team, whichis comprised of 25 sales representatives and supported by over 1,000 field service representatives, will exclusively market and distribute the Wand STA System and handpieces,together with a select group of other devices in the United States and Canada. Our agreement with Henry Schein has minimum purchase orders to maintain exclusivity in the thirdthrough tenth years. We believe that this exclusive arrangement will be more effective than previous arrangements relying on Wand Dental's appearances at dental shows andcatalog sales.

Medical Market

Having received FDA clearance to sell the CompuFlo Epidural Computer Controlled Anesthesia System in June 2017, we are in discussions with a small number of regional

and national distributors. Our immediate focus is on marketing our epidural device throughout Europe. In February and March 2018 Milestone Scientific hired an Executive VP of Global Sales and Marketing and a Vice President of US Sales to fill a significant gap in our

commercialization efforts of the CompuFlo Epidural System. We have entered into a limited number of distributor arrangements in Europe and the Middle East for our CompuFlo Epidural Computer Controlled Anesthesia System. Our

distribution strategy is initially aimed at having KOLs use and accept the device and initiate their own studies.

Veterinary Market We are exploring various commercialization opportunities.

Patents and Intellectual Property

Milestone Scientific and its subsidiaries currently hold approximately 214 U.S. and foreign patents, and many patent applications. The Company’s patents and patentapplications relate to drug delivery methodologies, drug flow rate measurement, pressure/force computer-controlled drug delivery with exit pressure, dynamic pressure sensing,automated rate control, automated charging, drug profiles, audible and visual pressure/force feedback, tissue identification, drug delivery injection unit, drug drive unit foranesthetic, handpiece and injection device. Milestone Scientific and its subsidiaries also currently hold approximately 29 registered U.S. and foreign trademarks, includingCompuDent®, CompuFlo®, DPS Dynamic Pressure Sensing technology®, Safety Wand®, STA Single Tooth Anesthesia System®, and The Wand®

Milestone Scientific relies on a combination of patent, copyright, trade secret, and trademark laws and employee and third party non-disclosure agreements to protect its

intellectual property rights. Despite the precautions taken by Milestone Scientific to protect products, unauthorized parties may attempt to reverse engineer, copy, or obtain and useproducts and information that Milestone Scientific regards as proprietary, or may design products serving similar purposes that do not infringe on Milestone Scientific’s patents.Milestone Scientific’s failure to protect its proprietary information and the expenses of doing so could have a material adverse effect on our business, financial condition and resultsof operations.

If Milestone Scientific’s products infringe upon patent or proprietary rights of others, we may be required to modify processes or to obtain licenses. There can be no

assurance that Milestone Scientific would be able to do so in a timely manner, upon acceptable terms and conditions, or at all. The failure to do so could have a material adverseeffect on our business, financial condition and results of operations. Manufacturing

Milestone Scientific has informal arrangements with the manufacturer of the Wand STA System, epidural and intra-articular devices and with one of the principal manufacturersof the handpieces for those items, respectively. Pursuant to these informal arrangements, our third-party manufacturers manufacture the Wand STA System under specificpurchase orders without minimum purchase commitments, and at prices to be agreed upon in each such purchase order.

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Our agreement with the principal manufacturer of handpieces includes pricing terms. Milestone Scientific has been supplied by the manufacturer of the Wand STA System and

its predecessor, the CompuDent System, since the commencement of production in 1998, and by the manufacturer of its handpieces since 2003. The manufacturer of ourhandpieces is in the People’s Republic of China and the manufacturer of the device is in the United States. Changes to pricing of the Wand STA System by the manufacturer couldhave a material adverse effect on our financial condition, business and results of operations. Termination of the manufacturing relationship with any of these third-partymanufacturers could significantly and adversely affect our ability to produce and sell the products. Though other alternate sources of supply for handpieces exist, MilestoneScientific would need to recover its existing tools or have new tools produced to establish relationships with new suppliers. Establishing new manufacturing relationships couldinvolve significant expense and delay. Any curtailment or interruptions of the supply, whether as a result or termination of the relationship, would have a material adverse effect onour financial condition, business and results of operations.

Competition

Now, there is no subcutaneous drug delivery platform or device on the market regulating the flow rate and pressure of an injection capable of delivering a painlessinjection at the desired location like Milestone Scientific’s proprietary, patented devices having our DPS Dynamic Pressure Sensing technology.

Milestone Scientific’s devices compete based on their performance characteristics and the benefits provided to the practitioner, patient and the business operations. Clinical

studies have shown that our devices reduce fear, pain and anxiety for many patients, and Milestone Scientific believes that they can reduce practitioner stress levels, as well.Other computer-controlled local anesthesia delivery (C-CLAD) options are the Quicksleeper and SleeperOne, from Dental Hi Tec, and the Comfort Control Syringe by Dentsply.

The Quicksleeper was invented in France by Dr. Alain Villette in 1991. It is marketed as the only local anesthetic delivery device in France that allows the ability to

perform all intraoral local anesthetic injection techniques, including osteocentral anesthesia, quickly and without failure. The extra feature that gives the Quicksleeper this abilityis a built-in motor in the syringe/handpiece that renders the syringe both an injector and a perforator of bone. That is, the handpiece of the Quicksleeper can perform anintraosseous injection via a motor driven perforation of the cortical plate of bone. A standard dental needle that attaches to the syringe spins as the motor rotates the handpiecethus acting as a perforator. However, the handpiece is relatively heavy, weighing 240 g. as compared to a standard syringe that weighs 80 g. Injection speed increases during theinjection, but the operator cannot control when the injection speed increases.

Another computer-controlled injection instrument is called the Comfort Control Syringe or CCS. In the early 1990s, Dr. Mark Smith, a dentist from Ontario, Canada,

invented a device that he incorporated into his practice as the local anesthetic delivery method. After perfecting the system, he released the rights of this device to Dentsply. Inthis system, many of the functions of the computer can be controlled directly from the syringe during the injection process. The base unit allows the dentist to program one offive different injections by pressing a single button. The five buttons marked on the base unit are block, infiltration, PDL, intraosseous and palatal. Each of these injections has aspecific corresponding rate of local anesthetic delivery associated with it. The CCS enables a wide range of injection speeds controlled by the operator and the ability to controlthe computer directly from the syringe, but, since the CCS computer can be controlled by hand, the syringe must contain a certain amount of electronic equipment and this addsbulk to its circumference. The circumference of the CCS syringe is 112mm compared to 36mm for a traditional syringe, and 17mm for the Wand STA System. In addition,because of the electronics in the syringe, the operator will feel a slight amount of vibration in the syringe while the injection occurs. This will not affect the anesthesia, but itcertainly is a feeling that is different from the traditional syringe or the Wand STA System, which both have no such vibration. The vibration in the Quicksleeper is minimal. Thisinstrument is no longer being marketed.

The newest competition is the Calajet instrument. This instrument is manufactured in Europe and has been very slow to grow market acceptances. It recently began

marketing in the USA with similar result. The instrument is a higher price than the Wand STA and does not provide the DPS software. Although a competitor, without a substantialdistribution network this instrument will have a difficult time to be successful in the USA.

Milestone Scientific’s proprietary, patented devices with its DPS Dynamic Pressure Sensing technology platform also compete with disposable and reusable syringes that

generally sell at lower prices and that use established and well-understood methodologies in both the dental and medical marketplaces.11

Rapid technological change and research may affect our products. Current or new competitors could, at any time, intr oduce new or enhanced products with features thatrender our products less marketable or even obsolete. Therefore, Milestone Scientific must devote substantial efforts and financial resources to improve existing products, bringproducts to market quickly, and develop new products for related markets. In addition, the ability to compete successfully requires that Milestone Scientific establish an effectivedistribution network with a strong marketing plan. Any new products must be first approved by applicable regulatory authorities before they may be marketed. MilestoneScientific cannot assure that it can compete successfully, that competitors will not develop technologies or products that render our products less marketable or obsolete, or, thatMilestone Scientific will succeed in improving its existing products, effectively develop new products, or obtain required regulatory approval for those products.

Government Regulation

The manufacture and sale of medical devices and other medical products are subject to extensive regulation by the FDA pursuant to the U.S. Food, Drug and Cosmetic Act

(“FDC Act”), and by other federal, state and foreign authorities. Under the FDC Act, medical devices must receive FDA clearance before they can be marketed commercially inthe United States. Some medical products must undergo rigorous pre-clinical and clinical testing and an extensive FDA approval process before they can be marketed. Theseprocesses can take many years and require the expenditure of substantial resources. The time required for completing such testing and obtaining such approvals is uncertain, andFDA clearance may never be obtained. Delays or rejections may be encountered based upon changes in FDA policy during the period of product development and FDAregulatory review of each product submitted. Similar delays also may be encountered in other countries. Following the enactment of the Medical Device Amendments to the U.S.Food, Drug and Cosmetic Act in May 1976, the FDA classified medical devices in commercial distribution into one of three classes. This classification is based on the controlsnecessary to reasonably ensure the safety and effectiveness of the medical devices. Class I devices are those devices whose safety and effectiveness can reasonably be ensured through generalcontrols, such as adequate labeling, pre-market notification, and adherence to the FDA’s Quality Instrument Regulation (“QSR”), also referred to as “Good ManufacturingPractices” (“GMP”) regulations. Some Class I devices are further exempted from some of the general controls. Class II devices are those devices whose safety and effectivenessreasonably can be ensured using special controls, such as performance standards, post-market surveillance, patient registries, and FDA guidelines. Class III devices are thosewhich must receive pre-market approval by the FDA to ensure their safety and effectiveness. Generally, Class III devices are limited to life-sustaining, life-supporting orimplantable devices.

Pre-market Notification, the manufacturer or distributor may not place the device into commercial distribution until an order is issued by the FDA. By regulation, the FDAhas no specific time limit by which it must respond to a 510(k) Pre-market Notification. Currently, the FDA typically responds to the submission of a 510(k) Pre-marketNotification within 180 days. The FDA response may declare that the device is substantially equivalent to another legally marketed device and allow the proposed device to bemarketed in the United States. However, the FDA may determine that the proposed device is not substantially equivalent or may require further information, such as additional testdata, before the FDA is able to decide regarding substantial equivalence. Such determination or request for additional information could delay market introduction of products. If adevice that has obtained 510(k) Pre-market Notification clearance is changed or modified in design, components, method of manufacture, or intended use, such that the safety oreffectiveness of the device could be significantly affected, separate 510(k) Pre-market Notification clearance must be obtained before the modified device can be marketed in theUnited States. If a manufacturer or distributor cannot establish that a proposed device is substantially equivalent to a legally marketed device, the manufacturer or distributor willhave to seek pre-market approval of the proposed device, a more difficult procedure requiring extensive data, including pre-clinical and human clinical trial data, as well asextensive literature to prove the safety and efficacy of the device.

The FDA cleared the Wand, our CompuDent System and its disposable handpieces, for marketing in the United States for dental applications in July 1996; the

CompuMed® System for marketing in the United States for medical applications in May 2001; the Safety Wand® for marketing in the United States for dental applications inSeptember 2003; the Wand STA System for dental applications in August 2006; and our CompuFlo Epidural Computer Controlled Anesthesia System in June 2017. For us tocommercialize other products in United States, Milestone Scientific would have to submit additional 510(k) applications to the FDA.

In 2017, the FDA reduced barrier to marketing clearance for certain dental devices. As such the entry into the dental market for other manufactures of injection devicesmay increase. However, any new device will be very limited in sales volume without a significant distributor in the dental market.

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Though certain dental devices have received FDA marketing clearance, there can be no assurance that any of the other medical devices under development will obtain therequired regulatory clearance in a timely manner, or at all. If regulatory clearance of a product is granted, such clearance may entail limitations on the indicated uses for whichthe product may be marketed. In addition, modifications may be made to the products to incorporate and enhance their functionality and performance based upon new data anddesign review. There can be no assurance that the FDA will not request additional information relating to product improvements; that any such improvements would not requirefurther regulatory review, thereby delaying the testing, approval and commercialization of product improvements; or, that ultimately any such improvements will receive FDAclearance.

Compliance with applicable regulatory requirements is subject to continual review and will be monitored through periodic inspections by the FDA. Later discovery of

previously unknown problems with a product, manufacturer, or facility may result in restrictions on such product or manufacturer, including fines, delays or suspensions ofregulatory clearances, seizures or recalls of products, operating restrictions and criminal prosecution.

Milestone Scientific is subject to pervasive and continuing regulation by the FDA, whose regulations require manufacturers of medical devices to adhere to certain QSR

requirements as defined by the FDC Act. QSR compliance requires testing, quality control and documentation procedures. Failure to comply with QSR requirements can result inthe suspension or termination of production, product recall or fines and penalties. Products also must be manufactured in registered establishments. In addition, labeling andpromotional activities are subject to scrutiny by the FDA and, in certain circumstances, by the Federal Trade Commission. The export of devices is also subject to regulation incertain instances.

The Medical Device Reporting (“MDR”) regulation obligates us to provide information to the FDA on product malfunctions or injuries alleged to have been associated

with the use of the product or in connection with certain product failures that could cause serious injury. If, because of FDA inspections, MDR reports or other information, theFDA believes that Milestone Scientific is not in compliance with the law, the FDA can institute proceedings to detain or seize products, enjoin future violations, or assess civiland/or criminal penalties against us, our officers or employees. Any action by the FDA could result in disruption of operations for an undetermined amount of time.

In September 2014 we received CE mark approval for the marketing of the CompuFlo Epidural Computer Controlled Anesthesia System, in each case allowing such

product to be marketed in most European countries and many other countries accepting CE approved devices. In July 2003, Milestone Scientific obtained regulatory approval tosell the CompuDent System and its handpieces in Australia and New Zealand. As of May 2014, the Wand STA System was approved for sale in China.

Employees

As of December 31, 2017, the Company had a total 14 full-time employees consisting of two executive officers of Milestone Scientific. Milestone Scientific also has a

consultant who serves as a Director of Clinical Affairs and a business development consultant.

None of our employees are subject to a collective bargaining agreement and we believe our employee relations are good.

Corporate Information

We were organized in August 1989 under the laws of the State of Delaware. Our principal executive office is located at 220 South Orange Avenue, Livingston, New Jersey

07039 and our telephone number is (973) 535-2717. Our web address is www.milestonescientific.com. Information contained on or accessed through our website is not part of thisprospectus supplement. Our common stock is listed on the NYSE American under the ticker symbol “MLSS”.

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Item 1A. Risk Factors

The following factors may affect the growth and profitability of Milestone Scientific and should be considered by any prospective purchaser or current holder of our securities. Our business, financial condition, results of operations and stock price could be materially adversely affected by any of these risks. We have a history of operating losses that are expected to continue, and we are unable to predict the extent of future losses, whether we will generate significantrevenues or whether we will achieve or sustain profitability.

We are a small, medical device company with a history of limited revenue and significant operating losses and our prospects must be considered considering theuncertainties, risks, expenses and difficulties frequently encountered by similarly situated companies. With only one exception (i.e., 2013), we have generated net losses in allperiods since the commencement of our operations, including operating losses of approximately $5.2 million and $6.5 million for the years ended December 31, 2017 and 2016,respectively. Overall, at December 31, 2017, we had an accumulated deficit of approximately $78.6 million. We expect to make substantial expenditures and incur increasingoperating costs in the future and our accumulated deficit will increase significantly as we undertake to commercialize our CompuFlo® Epidural Computer Controlled AnesthesiaSystem. Our losses have had, and are expected to continue to have, an adverse impact on our working capital, total assets and stockholders' equity. Because of the risks anduncertainties associated with product development, we are unable to predict the extent of any future losses, whether we will ever generate significant revenues or if we will everachieve or sustain profitability

We require additional funding and may be unable to raise capital when needed, which may force us to delay, curtail or eliminate commercialization efforts of ourCompuFlo® Epidural Computer Controlled Anesthesia System.

Our operations have consumed substantial amounts of cash since inception. During the years ended December 31, 2017 and 2016, net cash flow used in operations was

approximately $ 1.2 million and approximately $5.4 million, respectively. We expect to continue to spend substantial amounts on product development and commercializationactivities, including the commercialization of our recently FDA-approved CompuFlo® Epidural Computer Controlled Anesthesia System. Until such time, if ever, as we cangenerate a sufficient amount of product revenue and achieve profitability, we expect to seek to finance future cash needs through equity or debt financings or corporatecollaboration and licensing arrangements. In addition, we may seek other alternatives to maximize the value of our intellectual property for dental applications, to focus more on,and finance, our medical applications. If we are unable to raise additional capital, we will have to delay, curtail or eliminate the commercialization of our CompuFlo® EpiduralComputer Controlled Anesthesia System, our efforts to obtain FDA approval of our intra-articular device and/or our product development and other commercialization efforts.

Raising additional funds by issuing securities or through licensing or lending arrangements may cause dilution to our existing stockholders, restrict our operations orrequire us to relinquish proprietary rights.

To the extent that we raise additional capital by issuing equity securities, the share ownership of existing stockholders will be diluted. Any future debt financing mayinvolve covenants that restrict our operations, including limitations on our ability to incur liens or additional debt, pay dividends, redeem our stock, make certain investments andengage in certain merger, consolidation or asset sale transactions, among other restrictions. In addition, if we raise additional funds through licensing arrangements or thedisposition of any of our assets, it may be necessary to relinquish potentially valuable rights to our product candidates or grant licenses on terms that are not favorable to us. Relying exclusively on third parties to manufacture our products, changes in our informal manufacturing arrangements made by the manufacturer of our devices anddisruptions at the manufacturing facility of our manufacturer exposes us to risks that may harm our business.

We have limited internal experience in manufacturing operations and have not historically established our own manufacturing facilities. We currently lack the internalresources to manufacture any of our products, including our CompuFlo® Epidural Computer Controlled Anesthesia System. At present, we have an informal arrangement with themanufacturer of our products. While we have more than one manufacturer of the hand pieces for our devices, we only have a single manufacturer manufacturing our devices. Ourcurrent arrangement with such sole source of supply is on a purchase order by purchase order basis. As a result, we do not have price protection or a supply commitment for ourdevices. If the manufacturer insists on a material change in terms or determines to discontinue manufacture of our devices, it could have an adverse effect on our financialcondition and results of operation.

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An operational disruption in the facility of the manufacturer of our devices could negatively impact production and our financial results. The occurrence of a natural

disaster, such as a hurricane, tropical storm, earthquake, tornado, severe weather, flood, fire or other unanticipated problems such as labor difficulties, equipment failure orunscheduled maintenance could cause operational disruptions of varied duration. These types of disruptions could materially adversely affect our financial condition and results ofoperations to varying degrees dependent upon the facility, the duration of the disruption, our ability to shift business to another facility or find alternative sources of supply. Anylosses due to these events may not be covered by our existing insurance policies or may be subject to certain deductibles. Given our current manufacturing relationships, it ispossible that our manufacturing requirements may exceed the available supply allotments under our existing agreements. Our anticipated future reliance on third-partymanufacturers exposes us to the following additional risks:

We may be unable to identify manufacturers on acceptable terms or at all because the number of potential manufacturers is limited, and the FDA must approve any replacementcontractor. This approval would require new testing and compliance inspections. In addition, a new manufacturer would have to develop substantially equivalent processes forproduction of our products.

● Contract manufacturers might be unable to manufacture our products in the volume and of the quality required to meet our clinical and commercial needs. ● Contract manufacturers may not perform as agreed or may not remain in the contract manufacturing business for the time required to successfully produce, store

and distribute our products. ● Contract manufacturers are subject to ongoing periodic unannounced inspections by the FDA and corresponding state agencies to ensure strict compliance with

current good manufacturing practice and other government regulations and corresponding foreign standards. We do not have control over third-partymanufacturers' compliance with these regulations and standards and our manufacturers may be found to be in noncompliance with certain regulations, which mayimpact their ability to manufacture our product.

● If any third-party manufacturer makes improvements in the manufacturing process for our products, we may not own, or may have to share, the intellectual

property rights to the innovation. We may be required to pay fees or other costs for access to such improvements Each of these risks could delay the commercialization of our CompuFlo® Epidural Computer Controlled Anesthesia System, limit our available supply of The Wand® STA fordental applications, cause damage to our reputation, result in higher costs and/or deprive us of potential product revenues.

We depend on two principal manufacturers. If we cannot maintain our existing relationships or develop new ones, we may have to cease operations.

Milestone Scientific and its subsidiary has informal arrangements with the manufacturer of the Wand STA Instrument, CompuDent®, CompuMed® CompuFlo Epidural,

and CompuFlo Intra-Articular and with one of the principal manufacturers of the handpieces, for those items, respectively. Pursuant to the informal arrangements, theymanufacture these devices and handpieces under specific purchase orders without minimum purchase commitments. Milestone Scientific has a manufacturing agreement withone of the principal manufacturers, which is a related party, of its handpieces pursuant to which they manufacture products under specific purchase orders but without minimumpurchase commitments. Milestone Scientific has been supplied by the manufacturer of the Wand STA Instrument, CompuDent®, CompuMed® CompuFlo Epidural andCompuFlo Intra-Articular devices since the commencement of production in 1998, and the manufacturer of its handpieces since 2003.

However, termination of the manufacturing relationship with any of these manufacturers could significantly and adversely affect our ability to produce and sell these

products. Though other alternate sources of supply for handpieces exist, Milestone Scientific would need to recover its existing tools or have new tools produced to establishrelationships with new suppliers. Establishing new manufacturing relationships could involve significant expense and delay. Any curtailment or interruptions of the supply,whether as a result or termination of the relationship, would have a material adverse effect on our financial condition, business and results of operations.

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Issues with product quality could have a material adverse effect upon our business, subject us to regulatory actions and cause a loss of customer confidence in us or ourproducts.

In general, our success depends upon the quality of our products. Quality management plays an essential role in meeting customer requirements, preventing defects,

improving our products and services and assuring the safety and efficacy of our products. Our future success depends on our ability to maintain and continuously improve ourquality management program. A quality or safety issue may result in adverse inspection reports, warning letters, product recalls or seizures, monetary sanctions, injunctions to haltmanufacture and distribution of products, civil or criminal sanctions, costly litigation, refusal of a government to grant approvals and licenses, restrictions on operations orwithdrawal of existing approvals and licenses. An inability to address a quality or safety issue in an effective and timely manner may also cause negative publicity, a loss ofcustomer confidence in us or our current or future products, which may result in the loss of sales and difficulty in successfully launching new products.

We may be subject to product liability claims that are not f ully covered by insurance and that could put Milestone Scientific under financial strain.

Milestone Scientific could be subject to claims for personal injury from the alleged malfunction or misuse of the dental and medical products. While Milestone Scientific

carries liability insurance that is believed to be adequate, there is no assurance that the insurance coverage will be sufficient to pay such claims should they be successful. Apartially or completely uninsured claim, if successful and of significant magnitude, could have a material adverse effect on our business, financial condition and results ofoperations. If physicians do not accept nor use our CompuFlo® Epidural Computer Controlled Anesthesia System, our ability to generate revenue from sales will be materiallyimpaired.

Although the FDA has cleared our application to begin marketing the CompuFlo® Epidural Computer Controlled Anesthesia System, this is no assurance that physicians,hospitals, clinics and other health care providers will accept and use it. Acceptance and use of the CompuFlo® Epidural Computer Controlled Anesthesia System will depend onmany factors including:

● perceptions by members of the health care community, including physicians, about the safety and effectiveness of our product; ● cost-effectiveness of our product relative to competing products and systems; ● convenience, ease of use and reliability of our product relative to competing products and systems; ● patient satisfaction; ● product availability as well as, manufacturer warranty, maintenance, and customer and technical support; ● availability of reimbursement for our product from government or other healthcare payers; and ● effectiveness of marketing and distribution efforts by us and our licensees and distributors, if any.

Because we expect sales of the CompuFlo® Epidural Computer Controlled Anesthesia System to generate substantially all our medical product revenues in the near-term,the failure of this product to find market acceptance would harm our business and could require us to seek additional financing or make such financing difficult to obtain onfavorable terms, if at all.

Developments by competitors may render our products or technologies obsolete or non-competitive.

The medical device industry is intensely competitive and subject to rapid and significant technological change. We expect that other companies (or individuals), whetherlocated in the United States or abroad, will pursue the development of alternative injection-based or imaging-based systems that will compete with our products. Many of thesepotential competitors have substantially greater capital resources, larger research and development staffs and facilities, longer product development history in obtaining regulatoryapprovals and greater manufacturing and marketing capabilities than we do. These companies also compete with us to attract qualified personnel and parties for acquisitions, jointventures or other collaborations. As a result, we may not be able to compete effectively against these companies or their products.

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If we are unable to adequately protect our patents, trade secrets and other proprietary rights, if our patents are challenged or if our provisional patent applications donot get approved, our competitiveness and business prospects may be materially damaged.

Intellectual property rights, including patents, trade secrets, confidential information, trademarks, trade names and trade dress, are important to our busin ess. We willendeavor to protect our intellectual property rights in key jurisdictions in which our products are produced or used and in jurisdictions into which our products are imported. Oursuccess will depend to a significant degree upon our ability to protect and preserve our intellectual property rights. However, we may be unable to obtain or maintain protection forour intellectual property in key jurisdictions. Although we own and have applied for patents and trademarks throughout the world, we may have to rely on judicial enforcement ofour patents and other proprietary rights. Our patents and other intellectual property rights may be challenged, invalidated, circumvented and rendered unenforceable or otherwisecompromised. A failure to protect, defend or enforce our intellectual property could have an adverse effect on our financial condition and results of operations. Similarly, thirdparties may assert claims against us and our customers and distributors alleging our products infringe upon third party intellectual property rights.

We believe that the intellectual property underlying our products is a competitive advantage. We rely on a combination of patent rights, trade secrets and nondisclosureand non-competition agreements to protect our proprietary intellectual property, and we will continue to do so. There can be no assurance that our patents, trade secret policies andpractices or other agreements will adequately protect our intellectual property. Our issued patents may be challenged, found to be over-broad or otherwise invalidated insubsequent proceedings before courts or the U.S. Patent and Trademark Office. Even if enforceable, we cannot provide any assurances that they will provide significant protectionfrom competition. The processes, systems, and/or security measures we use to preserve the integrity and confidentiality of our data and trade secrets may be breached, and we maynot have adequate remedies resulting from such breaches. In addition, our trade secrets may otherwise become known or be independently discovered by competitors. There canbe no assurance that the confidentiality, nondisclosure and non-competition agreements with employees, consultants and other parties with access to our proprietary information toprotect our trade secrets, proprietary technology, processes and other proprietary rights, or any other security measures relating to such trade secrets, proprietary technology,processes and proprietary rights, will be adequate, will not be breached, that we will have adequate remedies for any breach, that others will not independently developsubstantially equivalent proprietary information or that third parties will not otherwise gain access to our trade secrets or proprietary knowledge. To the extent that our consultants,contractors or collaborators use intellectual property owned by others in their work for us, disputes may arise as to the rights in related or resulting know-how and inventions.

If we must take legal action to protect, defend or enforce our intellectual property rights, any suits or proceedings could result in significant costs and diversion of our

resources and our management’s attention, and we may not prevail in any such suits or proceedings. A failure to protect, defend or enforce our intellectual property rights couldhave an adverse effect on our results of operations.

We could lose our market advantage earlier than expected.

We believe that our products represent a significant improvement over any existing drug delivery injection system in use today. However, this competitive advantage canevaporate quickly if we are not able to commercialize our products quickly. In the medical device industry, the majority of an innovative product’s commercial value is realizedduring the early stages of commercialization, before competing products are developed. Our market advantage is based, in part, on patent rights and the need for new competingproducts and systems to obtain regulatory approval before they can be commercialized. The scope of our patent rights may be limited and may also depend on the availability ofmeaningful legal remedies.

Our failure to adequately protect our intellectual property rights, through patents or otherwise, or limitations on the use or loss of such rights, could have a material adverse

effect on our ability to prevent the commercialization of competing anesthetic delivery systems. In some countries, basic patent protections for our products may not exist becausecertain countries did not historically offer the right to obtain specific types of patents and/or we (or our licensors) did not file in those markets. In addition, the patent environmentcan be unpredictable, and the validity and enforceability of patents cannot be predicted with certainty.

Third parties could obtain patents that may require us to negotiate licenses to commercialize our technologies, and we cannot assure you that the required licenseswould be available on reasonable terms or at all. Third parties may claim that one or more aspects of our technologies or products may infringe on their intellectual property rights.

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Our computer-controlled anesthesia systems are complex systems and numerous U.S. and foreign patents and pending patent applications owned by third parties exist in fields thatrelate to the development and commercialization of drug delivery systems. In addition, many companies have employed intellectual property litigation as a strategy to gain acompetitive advantage. It is possible that infringement claims may occur as the number of products and competitors in our market increases. In addition, to the extent that we gaingreater visibility and market exposure as a public company, we face a greater risk of being the subject of intellectual property infringement claims. We cannot be certain that theconduct of our business does not and will not infringe intellectual property or other proprietary rights of others in the U.S. and in foreign jurisdictions. If any of our computer-controlled anesthesia systems are found to infringe third party patent rights, we could be prohibited from manufacturing and commercializing the infringing technology unless weobtain a license under the applicable third-party patent and pay royalties or are able to design around such patent. We may be unable to obtain a license on terms acceptable to us,or at all, and we may not be able to redesign the system to avoid infringement. Even if we can redesign our products or processes to avoid an infringement claim, our efforts todesign around the patent could require significant time, effort and expense and ultimately may lead to an inferior or costlier product. Any claim of infringement by a third party,even those without merit, could cause us to incur substantial costs defending against the claim and could distract our management from our business. Furthermore, if any suchclaim is successful, a court could order us to pay substantial damages, including compensatory damages for any infringement, plus prejudgment interest and could, in certaincircumstances, treble the compensatory damages and award attorney fees. These damages could be substantial and could harm our reputation, business, financial condition andoperating results. A court also could enter orders that temporarily, preliminarily or permanently prohibit us, our licensees, if any, and our customers from making, using, selling,offering to sell or importing one or more of our products or using our proprietary technologies or processes, or could enter an order mandating that we undertake certain remedialactivities. Any of these events could seriously harm our business, operating results and financial condition.

We are exposed to the risks inherent in international sales and operations.

In 2017, export sales outside of the United States made up approximately 57% of our total sales, and we sell our products to customers in approximately 53 countries. Wehave exposure to risks of operating in many foreign countries, including:

● fluctuations in foreign currency exchange rates, could increase the end user cost for instruments;● restrictions on, or difficulties and costs associated with, the currency exchange from foreign countries to obtain US dollars;● difficulties and costs associated with complying with a wide variety of complex laws, treaties and regulations;● unexpected changes in political or regulatory environments;● political and economic instability;● import and export restrictions and other trade barriers;● difficulties in obtaining approval for significant transactions;

Continued instability in the credit and financial markets may negatively impact our ability to commercialize our products.

Financial markets in the United States, Canada, Europe and Asia continue to experience disruption, including, among other things, significant volatility in securityprices, declining valuations of certain investments, as well as severely diminished liquidity and credit availability. Business activity across a wide range of industries and regionscontinues to be reduced. As a small medical device company, we rely on third parties for several important aspects of our business, including contract manufacturing ofproducts, distribution of our products and sales and marketing. These third parties may be unable to satisfy their commitments to us due to tightening of global credit from time totime, which would adversely affect our business. The continued volatility in the credit and financial market conditions may also negatively impact our ability to access capitaland credit markets and our ability to manage our cash balance. While we are unable to predict the continued duration and severity of any adverse conditions in the United Statesand other countries, any of the circumstances mentioned above could adversely affect our business, financial condition, operating results and cash flow or cash position.

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Our ability to commercialize our products will depend in part on the extent to which reimbursement will be available from governmental agencies, healthadministration authorities, private health maintenance organizations and health insurers and other healthcare payers.

Our ability to generate revenues from our products will be diminished if the products sell for inadequate prices or hospitals or physicians are unable to obtain adequate

levels of reimbursement for the cost they incur in connection with the use of the product. Significant uncertainty exists as to the reimbursement status of newly approvedhealthcare products. Healthcare payers, including Medicare, are challenging the prices charged for medical products and services. Government and other healthcare payersincreasingly attempt to contain healthcare costs by limiting both coverage and the level of reimbursement for products. Insurance coverage may not be available, orreimbursement levels may be inadequate, to cover the charges for the use of such product. If government and other healthcare payers do not provide adequate coverage andreimbursement for any of our products, market acceptance of such product could be reduced. Prices in many countries, including many in Europe, are subject to local regulationand price controls. In the United States, where pricing levels for medical products, procedures and services are substantially established by third-party payors, includingMedicare, if payors reduce the amount of reimbursement for a product, it may cause groups or individuals dispensing the product to discontinue use of the product, to substitutelower cost products even if the alternatives are less effective or to seek additional price-related concessions. These actions could have a negative effect on our financial results. The existence of direct and indirect price controls and pressures on our products could materially adversely affect our financial prospects and performance.

We are subject to substantial domestic and international government regulation, including regulatory quality standards applicable to our manufacturing and qualityprocesses. Failure by us to comply with these standards could have an adverse effect on our business, financial condition or results of operations.

The FDA regulates the approval, manufacturing and sales and marketing of many of our products in the United States. Significant government regulation also exists in

other countries in which we conduct business. As a device manufacturer, we are required to register with the FDA and are subject to periodic inspection by the FDA forcompliance with the FDA’s Quality System Regulation requirements, which require manufacturers of medical devices to adhere to certain regulations, including testing, qualitycontrol and documentation procedures. In addition, the federal Medical Device Reporting regulations require us to provide information to the FDA whenever there is evidencethat reasonably suggests that a device may have caused or contributed to a death or serious injury or, if a malfunction were to occur, could cause or contribute to a death orserious injury. Compliance with applicable regulatory requirements is subject to continual review and is rigorously monitored through periodic inspections by the FDA. In theEuropean community, we are required to maintain certain ISO certifications to sell our products and must undergo periodic inspections by notified bodies to obtain and maintainthese certifications. Failure to comply with current governmental regulations and quality assurance guidelines could lead to temporary manufacturing shutdowns, product recallsor related field actions, product shortages or delays in product manufacturing. Efficacy or safety concerns, an increase in trends of adverse events in the marketplace, and/ormanufacturing quality issues with respect to our products could lead to product recalls or related field actions, withdrawals, and/or declining sales.

We may be subject, directly or indirectly, to U.S. federal and state health care fraud and abuse and false claims laws and regulations. Prosecutions under such lawshave increased in recent years and we may become subject to such litigation. If we are unable to comply or have not fully complied with such laws, we could facesubstantial penalties.

Our operations are and will continue to be directly, or indirectly through our distributors, customers and health care professionals, subject to various U.S. federal and

state fraud and abuse laws, including, without limitation, the federal Anti-Kickback Statute, federal False Claims Act, and the Foreign Corrupt Practice Act of 1977 (“FCPA”).These laws may impact, among other things, our proposed sales, and marketing and education programs. The federal Anti-Kickback Statute prohibits persons from knowinglyand willfully soliciting, offering, receiving or providing remuneration, directly or indirectly, in exchange for or to induce either the referral of an individual, or the furnishing orarranging for a good or service, for which payment may be made under a federal health care program such as Medicare or Medicaid. Several courts have interpreted the statute’sintent requirement to mean that if any one purpose of an arrangement involving remuneration is to induce referrals of federal health care covered business, the statute has beenviolated. The Anti-Kickback Statute is broad and, despite a series of narrow safe harbors, prohibits many arrangements and practices that are lawful in businesses outside of thehealth care industry. Penalties for violations of the federal Anti-Kickback Statute include criminal penalties and civil and administrative sanctions such as fines, imprisonment andpossible exclusion from Medicare, Medicaid and other federal health care programs. An alleged violation of the Anti-Kickback Statute may be used as a predicate offense toestablish liability pursuant to other federal laws and regulations such as the federal False Claims Act. Many states have also adopted laws like the federal Anti-Kickback Statute,some of which apply to the referral of patients for health care items or services reimbursed by any source, not only the Medicare and Medicaid programs.

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The federal False Claims Act prohibits persons from knowingly filing, or causing to be filed, a false claim to, or the knowing use of false statements to obtain payment from,

the federal government. Suits filed under the False Claims Act, known as “qui tam” actions, can be brought by any individual on behalf of the government and such individuals,commonly known as “relators” or “whistleblowers,” may share in any amounts paid by the entity to the government in fines or settlement. The frequency of filing qui tam actionshas increased significantly in recent years, causing greater numbers of medical device, pharmaceutical and health care companies to have to defend False Claim Act actions. TheAffordable Care Act includes provisions expanding the ability of certain relators to bring actions that would have been previously dismissed under prior law. When an entity isdetermined to have violated the federal False Claims Act, it may be required to pay up to three times the actual damages sustained by the government, plus civil penalties for eachseparate false claim. The Deficit Reduction Act of 2005 encouraged states to enact or modify their state false claims act to be at least as effective as the federal False Claims Act bygranting states a portion of any federal Medicaid funds recovered through Medicaid-related actions. Most states have enacted state false claims laws, and many of those statesincluded laws with qui tam provisions.

The Affordable Care Act includes provisions known as the Physician Payments Sunshine Act, which require manufacturers of drugs, biologics, devices and medical

supplies covered under Medicare and Medicaid to record any transfers of value to physicians and teaching hospitals and to report to the Centers for Medicare and MedicaidServices for subsequent public disclosure. Manufacturers must also disclose investment interests held by physicians and their family members. Failure to submit the requiredinformation may result in civil monetary penalties of up to $1 million per year for knowing violations and may result in liability under other federal laws or regulations. Similarreporting requirements have also been enacted on the state level in the United States, and an increasing number of countries worldwide either have adopted or are consideringsimilar laws requiring transparency of interactions with health care professionals. In addition, some states, such as Massachusetts and Vermont, impose an outright ban on certaingifts to physicians. These laws could affect our promotional activities by limiting the kinds of interactions we could have with hospitals, physicians or other potential purchasers orusers of our products. Both the disclosure laws and gift bans will impose administrative, cost and compliance burdens on us. If we are found to be in violation of any of the lawsdescribed above and other applicable state and federal fraud and abuse laws, we may be subject to penalties, including civil and criminal penalties, damages, fines, or anadministrative action of suspension or exclusion from government health care reimbursement programs and the curtailment or restructuring of our operations.

In addition, we are subject to the Foreign Corrupt Practices Act (“FCPA”) and other countries’ anti-corruption/anti-bribery regimes, such as the U.K. Bribery Act. The FCPA

prohibits improper payments or offers of payments to foreign governments and their officials for obtaining or retaining business. Safeguards we implement to discourage improperpayments or offers of payments by our employees, consultants, sales agents or distributors may be ineffective, and violations of the FCPA and similar laws may result in severecriminal or civil sanctions, or other liabilities or proceedings against us, any of which would likely harm our reputation, business, results of operations and financial condition.

Excessive returns under our Exclusive Distribution and Supply Agreement with Henry Schein, Inc. could have a material adverse effec t on our business, financialcondition and results of operations.

In June 2016, we entered into a new exclusive distribution and supply agreement with Henry Schein pursuant to which they were appointed as the exclusive distributor for

our dental products in the United States and Canada. Under that agreement, Henry Schein has a right to return our products for full credit against the purchase price paid by themunder limited circumstances in accordance with such agreement, including but not limited to, returns due to shipment error by us or factory defect. Excessive returns during anycalendar year could have a material adverse effect on our business, financial condition and results of operations.

Changes in laws and regulations over which we have no control can significantly affect our business and results of operations.

Any governmental entity that regulates our operations in the country in which they are located may enact new legislation or adopt new laws and regulations or policies at

any time, and new judicial decisions may change the interpretation of existing legislation or regulations at any time in any of the countries in which our operations or projects arelocated. We have no control over any such changes. Any new laws or regulations governing our operations could have an adverse impact on our business, results of operations andprospects.

We rely on the continuing services of our Interim Chief Executive Officer and Director of Clinical Affairs.

We depend on the personal efforts and abilities of our Interim Chief Executive Officer and Director of Clinical Affairs. Milestone Scientific maintains a key man life

insurance policy in the amount of $1,000,000 on the life of its Interim Chief Executive Officer. However, the loss of his services or the services of our Director of Clinical Affairs,on whom we maintain no insurance, could have a materially adverse effect on our business results of operations and prospects.

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Milestone Scientific is effectively controlled by a limited number of stockholders.

Milestone Scientific’s principal stockholders, Leonard Osser, Gian Domenico Trombetta and K. Tucker Andersen beneficially own approximately 39.68% of the issued

and outstanding shares of common stock. As a result, they can exercise substantial control over our affairs and corporate actions requiring stockholder approval, including electingdirectors, selling all or substantially all our assets, merging with another entity or amending our certificate of incorporation. This de facto control could delay, deter or prevent achange in control and could adversely affect the price that investors might be willing to pay in the future for Milestone Scientific’s securities. In addition, because of theconcentration of ownership of our shares of common stock, our stockholders may from time to time, observe instances where there may be less liquidity in the public markets forour securities.

Adherence to Sarbanes-Oxley Act and SEC rules concerning internal controls may be costly and compliance could have an adverse effect on Milestone Scientific.

The management of Milestone Scientific has assessed the effectiveness of internal control over financial reporting as of December 31, 2017. In making this assessment,

management used the criteria established in Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).Milestone Scientific complied with Sarbanes-Oxley requirements to include in the annual report a management report on the effectiveness of the internal control over financialreporting. In 2017 and 2016, Milestone Scientific utilized an outside consultant on a quarterly basis to review compliance with the internal controls over financial reporting. Thisexpense amounted to approximately $15,000 and $20,000 in 2017 and 2016, respectively and the cost is expected to continue in 2018. The market price of our common stock may be volatile and may fluctuate in a way that is disproportionate to our operating performance. Our stock price may experience substantial volatility because of many factors, including:

● sales or potential sales of substantial amounts of our common stock; ● delay or failure in initiating our strategy to commercialize our CompuFlo® Epidural Computer Controlled Anesthesia System; ● the success of our strategy to commercialize our CompuFlo® Epidural Computer Controlled Anesthesia System; ● announcements about us or about our competitors, including clinical trial results, regulatory approvals or new product introductions that could adversely impact

the market acceptance or competitive advantages of our CompuFlo® Epidural Computer Controlled Anesthesia System; ● developments concerning our licensors or product manufacturers; ● litigation and other developments relating to our patents or other proprietary rights or those of our competitors; ● our ability to successfully develop and commercialize to products and services for the healthcare industry; ● conditions in the medical device industries; ● governmental regulation and legislation; ● variations in our anticipated or actual operating results; and ● change in securities analysts’ estimates of our performance, or our failure to meet analysts’ expectations.

Many of these factors are beyond our control. The stock markets in general, and the market for small, medical device companies have historically experienced extreme

price and volume fluctuations. These fluctuations often have been unrelated or disproportionate to the operating performance of these companies. These broad market andindustry factors could reduce the market price of our common stock, regardless of our actual operating performance.

Sales of a substantial number of shares of our common stock, or the perception that such sales may occur, may adversely impact the price of our common stock.

Almost all our 33,191,571 outstanding shares of common stock, as well as a substantial number of shares of our common stock underlying outstanding warrants, areavailable for sale in the public market, either freely or pursuant to Rule 144 under the Securities Act of 1933, as amended. In addition, we have an effective S-3 registrationstatement on file with the SEC covering the sale by us of up to $30 million of securities, including common stock, preferred stock, debt, convertible debt and warrants. To date, wehave sold $3,435,775 (2,452,900 shares) of common stock under that registration statement. Sales of a substantial number of shares of our common stock, or the perception thatsuch sales may occur, may adversely impact the price of our common stock

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We have never paid and do not intend to pay cash dividends in the foreseeable future. As a result, capital appreciation, if any, will be your sole source of gain.

We have never paid cash divi dends on any of our capital stock and we currently intend to retain future earnings, if any, to fund the development and growth of ourbusiness. In addition, the terms of existing and future debt agreements may preclude us from paying dividends. As a result, capital appreciation, if any, of our common stock willbe your sole source of gain for the foreseeable future.

Provisions in our certificate of incorporation, our by-laws and Delaware law might discourage, delay or prevent a change in control of our company or changes in ourmanagement and, therefore, depress the trading price of our common stock.

Provisions of our certificate of incorporation, our by-laws and Delaware law may have the effect of deterring unsolicited takeovers or delaying or prevent ing a change incontrol of our company or changes in our management, including transactions in which our stockholders might otherwise receive a premium for their shares over then currentmarket prices. In addition, these provisions may limit the ability of stockholders to approve transactions that they may deem to be in their best interests. These provisions include:

● the inability of stockholders to call special meetings; and the ability of our Board of Directors to designate the terms of and issue new series of preferred stock

without stockholder approval, which could include the right to approve an acquisition or other change in our control or could be used to institute a rights plan, alsoknown as a poison pill, that would work to dilute the stock ownership of a potential hostile acquirer, likely preventing acquisitions that have not been approved byour Board of Directors; and

● limitations on filling of vacancies could make it more difficult for a third party to acquire, or discourage a third party from seeking to acquire, control of our

company. In addition, Section 203 of the Delaware General Corporation Law prohibits a publicly-held Delaware corporation from engaging in a business combination with an

interested stockholder, generally a person which together with its affiliates owns, or within the last three years, has owned 15% of our voting stock, for a period of three years afterthe date of the transaction in which the person became an interested stockholder, unless the business combination is approved in a prescribed manner. The existence of theforgoing provisions and anti-takeover measures could limit the price that investors might be willing to pay in the future for shares of our common stock. They could also deterpotential acquirers of our company, thereby reducing the likelihood that you could receive a premium for your common stock in an acquisition.

If we fail to adhere to the strict listing requirements of NYSE American, we may be subject to delisting. As a result, our stock price may decline, and our common stockmay be delisted. If our stock were no longer listed on NYSE American, the liquidity of our securities likely would be impaired.

Our common stock currently trades on the NYSE American under the symbol “MLSS”. If we fail to adhere to NYSE American's strict listing criteria, including withrespect to stock price, our market capitalization and stockholders’ equity, our stock may be delisted. This could potentially impair the liquidity of our securities not only in thenumber of shares that could be bought and sold at a given price, which may be depressed by the relative illiquidity, but also through delays in the timing of transactions and thepotential reduction in media coverage. As a result, an investor might find it more difficult to dispose of our common stock. Any failure at any time to meet the continuing NYSEAmerican listing requirements could have an adverse impact on the value of and trading activity in our common stock. Although we currently satisfy the listing criteria for NYSEAmerican, if our stock price declines, we could be at risk of falling below NYSE American continuing listing criteria.

Item 1B. Unresolved Staff Comments None. Item 2. Description of Property The headquarters for Milestone Scientific is located at 220 South Orange Ave, Livingston, New Jersey. Milestone Scientific leases approximately 7,625 square feet ofoffice space. The lease term expires January 31, 2020 at a monthly cost of $12,522. Additionally, Milestone Scientific has other smaller insignificant leases ending through 2017.A third-party distribution and logistics center in Pennsylvania handles shipping and order fulfillment on a month-to-month basis.

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Milestone Scientific does not own or intend to invest in any real property. Milestone Scientific currently has no policy with respect to investments or interests in real estate,real estate mortgages or securities of, or interests in, persons primarily engaged in real estate activities.

Item 3. Legal Proceedings Milestone Scientific is not involved in any material litigation. Item 4. Mine Safety Disclosure Not applicable.

PART II

Item 5. Market for Common Equity, and Related Stockholder Matters and Small Business Issuer Purchases of Equity Securities Market Information

On June 1, 2015, our common stock was listed on the NYSE American under the symbol “MLSS”. Prior to its listing on the NYSE American, Milestone’s common stocktraded on the OTC Market on the OTCQB market tier under the same symbol. The following table sets forth the high and low sales prices of Milestone’s common stock for theperiods presented.

2017 HIGH LOW 2016 HIGH LOW

First Quarter $1.65 $1.10 First Quarter $2.54 $ 1.27Second Quarter $1.80 $1.20 Second Quarter $3.10 $ 1.70Third Quarter $1.55 $1.08 Third Quarter $2.96 $ 1.94Fourth Quarter $1.60 $0.91 Fourth Quarter $2.19 $ 1.29

Holders As of April 2, 2018, we had approximately 130 stockholders of record of our common stock. We believe that we have approximately 2,185 beneficial owners of ourcommon stock. Dividends The holders of common stock are entitled to receive such dividends as may be declared by Milestone Scientific’s Board of Directors. Milestone Scientific has not paid anddoes not expect to declare or pay any dividends in the foreseeable future. For information regarding securities authorized under the equity compensation plan, see Item 12. Sales of Unregistered Securities

See NOTE K – STOCKHOLDERS’ EQUITY, to the audited consolidated financial statements that accompany this Report for information regarding the issuance ofunregistered securities. These issuances were exempt from registration pursuant to Section 4(a)(2) of the Securities Act of 1933, as amended (the "Act") and a legend restricting thesale, transfer, or other disposition of these shares other than in compliance with the Act was imprinted on stock certificates evidencing the shares.

As of December 31, 2017, Milestone Scientific issued a total of 352,015 shares of its common stock as follows:

● 120,000 shares to the Board of Directors with a total value of $159,480;● 10,913 shares to an employee for compensation with a total value of $15,000; and● an aggregate of 410,729 shares to consultants for services rendered with a total value of $548,511.

In addition, as of July 13, 2017, pursuant to the Asset Purchase Agreement with APAD Octrooi B.V. and APAD B.V. (collectively, the “Sellers”), Milestone Scientific

issued an aggregate of 1,646,358 shares of its common stock to the Sellers in consideration for certain patent rights and other intellectual property rights related to the Sellers’computer-controlled injection instrument.

The foregoing shares were issued in reliance upon the exemptions from the registration requirements of the Securities Act of 1933, as amended (the "Act"), pursuant to

Sections 4(a)(2), Section 4(a)(5) and/or Regulation D promulgated thereunder. A legend restricting resale, transfer, or other disposition of these shares other than in compliancewith the Act was imprinted on the stock certificates evidencing such shares.

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ITEM 6. Selected Financial Data

Milestone Scientific is a “smaller reporting company” as defined by Regulations S-K and as such, is not required to provide the information contained in this item pursuantto Regulation S-K.

ITEM 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations The following discussions of the financial condition and results of operations should be read in conjunction with the financial statements and the notes to those statementsincluded elsewhere in this annual report. Certain statements in this discussion and elsewhere in this report constitute forward-looking statements, within the meaning of section21E of the Exchange Act, that involve risks and uncertainties. The actual results may differ materially from those anticipated in these forward-looking statements. See "RiskFactors" elsewhere in this Form 10-K. OVERVIEW Our common stock was listed on the NYSE American on June 1, 2015 and trades under the symbol “MLSS”. We have developed a proprietary, computer-controlledanesthetic delivery instrument, using The Wand®, a single use disposable handpiece. The instrument is marketed in dentistry under the trademark CompuDent®, and STA SingleTooth Anesthesia System® and in medicine under the trademark CompuMed®. CompuDent® is suitable for all dental procedures that require local anesthetic. CompuMed® issuitable for many medical procedures regularly performed in plastic surgery, hair restoration surgery, podiatry, colorectal surgery, dermatology, orthopedics and several otherdisciplines. The dental instruments are sold in the United States, Canada, and in over 53 other countries abroad. There have been no medical instruments sold in the United Statesand limited amounts sold internationally as of the reporting date. Certain of our medical instruments have obtained European CE mark approval and can be marketed and sold inmost European countries. In June 2017, the FDA approved our 510(k) applications for marketing clearance in the United States of our CompuFlo® Epidural ComputerControlled Anesthesia System. We are in the process of introductory meetings with medical device distributors within the United States and foreign markets.

In 2017, we remained focused on advancing efforts to achieve our three primary objectives; those being:

● Worldwide distribution of the CompuFlo® Epidural Computer Controlled Anesthesia System.● Identify distributors in the United States for the Epidural instruments, now that FDA clearance has been received;● Complete the Cosmetic device and obtain European Regulatory Approve (CE market clearance)

Wand STA Instrument Growth Since its market introduction in early 2007, the Wand STA Instrument and prior C-CLAD products have been used to deliver over 66 million safe, effective andcomfortable injections. The instrument has also been favorably evaluated in numerous peer-reviewed, published clinical studies and associated articles. Moreover, there appearsto be a growing consensus among users that the STA Instrument is proving to be a valuable and beneficial instrument that is positively impacting the practice of dentistryworldwide. Global Distribution Network United States and Canadian Market Beginning January 1, 2016, Milestone Scientific entered into a non-exclusive distribution agreement with Henry Schein, Inc. (“Henry Schein”). In June 2016, thatagreement was replaced with an exclusive distribution arrangement for our dental products for the United States and Canada with Henry Schein. Under this arrangement we havea semi-dedicated independent sales force visiting dentists. We believe that this arrangement will be more effective than previous arrangements which primarily reliedupon appearances at dental shows and catalog sales. To date, Henry Schein has endeavored to accomplish the goals set forth in the exclusive distribution agreement for The Wand® STA instrument and handpieces, includingtraining of its exclusive products sales specialists. Specifically, 25 exclusive product sales specialists have now been fully trained as experts in the features, advantages andbenefits of The Wand® STA instrument and handpieces and all 25 are currently in the field selling the instrument. Henry Schein also plans to train an additional customer service representative to support dentists across North America through its exclusive product sales customer callcenter, as business volume increases.

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International Market

On the global front, we have granted exclusive marketing and distribution rights for the Wand STA Instrument to select dental suppliers in various international regions in

Asia, Africa, South America and Europe. They include Istrodent (Pty) Ltd. in South Africa and Unident AB in the Scandinavian countries of Denmark, Sweden, Norway andIceland.

In October 2012, the State Food and Drug Administration (CFDA) of the People ’s Republic of China approved our Wand STA Single Tooth Anesthesia System® (STA

System). In May 2014, the CFDA also approved the Wand STA handpieces for sale in China. In September 2014, Milestone Medical received CE clearance to distribute their epidural and intra-articular instruments in the European Community (EU). Milestone

Medical signed a distribution agreement in March 2015 with a medical distributor in Poland for the distribution of the epidural instrument. This distribution agreement wasterminated in late 2016 due to the distributor’s inadequate performance under the distribution agreement. Milestone Medical is continuing to pursue distributors for the instrumentin the EU community.

In June 2014, Milestone Scientific invested $1 million in Milestone China Ltd. (“Milestone China”) by contributing 772 STA Instruments to Milestone China for a 40%

ownership interest. Milestone Scientific recorded this investment under the equity method of accounting. Milestone Scientific recorded a loss on its investment in Milestone Chinaof $0 and $164,837 as of December 31, 2017 and 2016, respectively exclusive of deferral of gross profit. Milestone Scientific's investment in Milestone China was $0 as ofDecember 31, 2017 and December 31, 2016, respectively. Milestone Scientific incurred cumulative losses beyond its investment in Milestone China of $3,147,470 and $1,124,350as of December 31, 2017 and December 31, 2016, respectively, which have been suspended.

In June 2017, Milestone Scientific entered into an agreement for the sale of its interest in Milestone China (a forty (40%) percent interest) (the “Milestone China Shares”) to

an unaffiliated United States domiciled purchaser and a 10-year option agreement to repurchase the Milestone China Shares. The purchase price for the Milestone China Shareswas $1,400,000 of which $125,000 was paid in cash and $1,275,000 was paid by delivery of a non-interest bearing secured promissory note. The note is payable in quarterlyinstallments of $125,000 until paid in full and is secured by the Milestone China Shares until full repayment. In addition, pursuant to such note, the purchaser is precluded fromselling all or substantially all its assets prior to repayment of the note. The 10-year option agreement provides Milestone Scientific an option to repurchase the Milestone ChinaShares at $1,400,000 within the first two years and at fair market value (as defined in such agreement) for the remainder of the 10-year term. The transaction has been accountedfor as a secured financing and Milestone Scientific will continue to account for its relationship with Milestone China under the equity method of accounting. A note receivable ispresented on the Company’s balance sheet, along with a deferral from financing transaction ($1,400,000). The carrying value of the forty (40%) percent investment at thetransaction date was zero.

The sale of the Milestone China Shares allows Milestone Scientific to continue to expand in the China market by supplying Milestone China with the STA Single Tooth

Anesthesia System® and related hand pieces, while eliminating the burden on Milestone Scientific's management as a 40% minority owner. Milestone Scientific believes that thesale will provide Milestone China with a new partner that may accelerate its penetration of the China market.

As of March 2, 2018, the promissory note was in default. If Milestone Scientific exercises its rights as a secured party it may be obligated to return to the purchaser up to the

$250,000 received for the Milestone China Shares as surplus. At this time Milestone Scientific has not received a response from the purchaser of the Milestone China Shares,Milestone Scientific has not recorded any financial benefit from the sale of Milestone China Shares to date.

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The following table shows a breakdown of Milestone Scientific’s product sales (net), domestically and internationally, by business segment product category:

2017 2016 Dental Medical Total Dental Medical Total Domestic US/Canada Instruments $ 914,495 $ - $ 914,495 $ 930,873 $ - $ 930,873 Handpieces 4,346,664 - 4,346,664 2,356,209 - 2,356,209 Other 78,550 - 78,550 65,479 - 65,479 $ 5,339,709 $ - $ 5,339,709 $ 3,352,561 $ - $ 3,352,561 International Rest of the World Instruments $ 1,427,016 $ - $ 1,427,016 $ 1,185,908 $ - $ 1,185,908 Handpieces 2,325,622 2,000 2,327,622 2,363,143 21,253 2,384,396 Other 116,539 - 116,539 133,540 - 133,540 $ 3,869,177 $ 2,000 $ 3,871,177 $ 3,682,591 $ 21,253 $ 3,703,844 International China Instruments $ 643,600 $ - $ 643,600 $ 2,000,000 $ - $ 2,000,000 Handpieces 1,425,600 - 1,425,600 1,425,600 - 1,425,600 Other 1,800 - 1,800 - - - $ 2,071,000 $ - $ 2,071,000 $ 3,425,600 $ - $ 3,425,600 Total Product Sales Domestic $ 5,339,709 $ - $ 5,339,709 $ 3,352,561 $ - $ 3,352,561 International -Rest of World 3,869,177 2,000 3,871,177 3,682,591 21,253 3,703,844 International -China 2,071,000 - 2,071,000 3,425,600 - 3,425,600 $ 11,279,886 $ 2,000 $ 11,281,886 $ 10,460,752 $ 21,253 $ 10,482,005

Milestone Scientific plans to support increased sales and marketing activity through our current distributors and through newly appointed distributors of the Wand STA

instruments and handpieces in the international market. In the United States and Canada, Milestone Scientific will continue the utilization of independent hygienists for trainingindividual practitioners and group practices domestically, refined and directed advertising to dental professionals, continue to develop Key Opinion Leaders (KOL) and support andbroaden our global distribution network. Additionally, with the recent FDA marketing clearance for the epidural instrument, Milestone Scientific is initiating marketing and salesefforts in the US to establish medical sector distributors for the sale of this instrument

In February and March 2018 Milestone Scientific hired an Executive VP of Global Sales and Marketing and a Vice President of US Sales to fill a significant gap in our

commercialization efforts of the CompuFlo Epidural System. Current Product Platform See Item 1. Description of Business. Summary of Critical Accounting Policies and Significant Judgments and Estimates Milestone Scientific's discussion and analysis of the financial condition and results of operations is based upon its consolidated financial statements that have been preparedin accordance with accounting principles generally accepted in the United States ("GAAP") and include the accounts of its wholly-owned and majority-owned subsidiariesincluding, Wand Dental, Milestone Advanced Cosmetic and Milestone Medical. Milestone Education is a variable interest entity of which Milestone Scientific is the primarybeneficiary and is consolidated into Milestone Scientific's financial statements. All significant, intra-entity transactions and balances have been eliminated in the consolidation.

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The preparation of these consolidated financial statements requires us to make estimates and judgments that affect the reported amounts of assets, liabilities, revenues andexpenses, and related disclosure of contingent assets and liabilities. On an on-going basis, Milestone Scientific evaluates its estimates, including those related to accountsreceivable, inventories, stock-based compensation and contingencies. Milestone Scientific bases its estimates on historical experience and on various other assumptions that arebelieved to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not clearfrom other sources. Actual results may differ from those estimates under different assumptions or conditions.

While significant accounting policies are more fully described in Note C to the consolidated financial statements included elsewhere in this report, Milestone Scientificbelieves that the following accounting policies and significant judgments and estimates are most critical in understanding and evaluating the reported financial results. Assessment of our Ability to Continue as a Going Concern

Our management has made various estimates in assessing our ability to continue as a going concern as of the report date of our independent auditor's report included in thisForm 10-K. These estimates include, an increase in the revenues generated by Wand Dental because of the new distribution agreement with Henry Schein, an increase ininternational revenue, (non-China) a reduction in our profit margins due to the nature of the distribution relationships with both Henry Schein and Milestone China, and reductionour selling, general and administrative costs for one-time expenses incurred during 2017. Based on this assessment, management believes that our cash on hand, accountsreceivable and the anticipated revenues from the dental business will be sufficient to fund our business operations for at least the next 12 months from the filing date of this Form10-K. Accounts Receivable

Milestone Scientific sells a significant amount of its products on credit terms to its major distributors. Milestone Scientific estimates losses from the inability of its customersto make payments on amounts billed. Most of credit sales are due within ninety days from invoicing. Milestone Scientific has not incurred any significant credit losses.

Inventories

Inventories principally consist of finished goods and component parts stated at the lower of cost (first-in, first-out method) or market. Inventory quantities on hand arereviewed on a quarterly basis and a provision for excess and obsolete inventory is recorded if required based on past and expected future sales, potential technological obsolescenceand product expiration requirement and regulations.

Impairment of Long-Lived Assets

Milestone Scientific reviews long-lived assets for impairment whenever events or circumstances (i.e. a triggering event) indicate that the carrying amounts may not berecoverable. The carrying value of the assets is evaluated in relation to the operating performance and future undiscounted cash flows of the underlying assets. Milestone Scientificadjusts the net book value of an underlying asset if its fair value is determined to be less than its net book value. There have been no impairment indicators or triggering events andtherefore there was no impairment as of December 31, 2017.

Revenue Recognition Revenue from product sales is recognized, net of discounts and allowances to domestic distributors, on the date of shipment for substantially all shipments, since theshipment terms are FOB warehouse. Milestone Scientific recognizes revenue on date of arrival of the goods at the customer's location, where shipments are FOB destination. Inall cases the price to the buyer is fixed and the collectability is reasonably assured. Further, Milestone Scientific has no obligation on these sales for any post installation, set-upor maintenance, these being the responsibility of the buyer. Milestone Scientific's only obligation after sale is the normal commercial warranty against manufacturing defects ifthe alleged defective unit is returned within the warranty period. Devices and hand pieces are not bundled but rather sold separately and, as such, there are no multiple elementdeterminations in connection with the revenue recognition

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Results of Operations

The following table sets forth for the consolidated results of operations for the year ended December 31, 2017 compared to 2016 as a percentage of revenues. The trendssuggested by this table may not be indicative of future operating results:

Years Ended Operating results: December 31, 2017 December 31, 2016 Net Sales $ 11,281,886 $ 10,482,005 Cost of Sales 4,312,507 4,175,533 Gross Profit 6,969,379 6,306,472 Operating expenses: Selling, general, and administrative 11,930,951 11,549,961 Research & development 272,746 1,270,471 Operating Loss $ (5,234,318) $ (6,513,960)Other Expenses, net (135,235) (780,529)Net Loss (5,369,553) (7,294,489)Net loss attributable to noncontrolling interest 182,760 1,347,982 Net loss attributable to Milestone Scientific Inc. $ (5,186,793) $ (5,946,507) Years Ended December 31, 2017 December 31, 2016 Cash flow: Net cash used in operating activities $ (1,229,434) $ (5,398,581)Net cash (used in) provided by investing activities (199,175) 8,206 Net cash provided by financing activities 463,336 4,798,220

Year ended December 31, 2017 compared to year ended December 31, 2016 Net sales for 2017 and 2016 were as follows:

2017 % of Revenue 2016 % Increase (Decrease)

$ % of Change Dental $ 11,279,886 99.98% $ 10,460,752 99.80% $ 819,134 7.83%Medical 2,000 0.02% 21,253 0.20% (19,253) -90.59%Total Sales $ 11,281,886 100.00% $ 10,482,005 100.00% $ 799,881 7.63%

Consolidated revenue for the twelve months ended December 31, 2017 and 2016 were approximately $11.3 million and $10.5 million, respectively. Dental revenue for the

twelve months ended December 31, 2017 and 2016 were approximately $11.3 million and $10.5 million, respectively. Dental revenues increased by approximately $819,000which was principally related to increased handpiece sales in the United States and Canada sales by approximately $2 million in 2017 to 2016. International sales in 2017decreased by approximately $1.2 million over the same period in 2016 due to a reduction in shipments to Milestone China. The reductions in shipments to Milestone China is dueto Milestone China working through inventory purchases from late 2016 and the modification to their business strategy to better serve the China dental market. However, in thedomestic market our exclusive distribution agreement with Henry Schein increased domestic sales in 2017 as the product and sales force training has been substantiallycompleted as of December 31, 2017. Medical revenue for the twelve months ended December31, 2017 and 2016 were approximately $2,000 and $21,000, respectively. On June12, 2017 the company announced that the CompuFlo® Epidural Computer Controlled Anesthesia System received 510(k) marketing clearances from the U.S. Food and DrugAdministration (FDA). Milestone is in the process of attending medical device trade shows and attending introductory meetings with medical device distributors within theUnited States and European markets. The Company’s focus is on marketing its Epidural devices throughout Europe.

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Gross Profit for 2017 and 2016 were as follows:

2017 % of Revenue 2016 % of Revenue Increase(Decrease) $ % of Change

Dental $ 7,187,562 103.13% $ 6,297,402 99.86% $ 890,162 14.14%Medical (218,183) -3.13% 9,070 0.14% (227,253) -2505.55%Total Sales $ 6,969,379 100.00% $ 6,306,472 100.00% $ 662,909 10.51%

Consolidated gross profit for the twelve months ended December 31, 2017 and 2016 were approximately 62% and 60%, respectively. Dental gross profit for the twelve

months ended December 31, 2017 and 2016 were approximately $7.2 million and $6.3 million, respectively. Dental gross margin for the twelve months ended December 31,2017 was 64%, which increased from 60% for the twelve months ended December 31, 2016. The increase in gross profit relates to the increase in US sales which was offset byspecial pricing in China to facilitate an increase in market share.

Selling, general and administrative expenses for 2017 and 2016 were as follows:

2017 % 2016 % Increase

(Decrease) $ % of Change Dental $ 3,968,747 33.26% $ 4,080,627 35.33% $ (111,880) -2.74%Medical 2,046,141 17.15% 2,716,970 23.52% (670,829) -24.691%Corporate 5,916,063 49.59 4,752,364 41.15% 1,163,699 24.49%Total $ 11,930,951 100.00% $ 11,549,961 100.00% $ 380,984 3.30%

Consolidated selling, general and administrative expenses for the twelve months ended December 31, 2017 and 2016 were approximately $12 million versus $11.5 million,

respectively. The increase of approximately $536,000 is predominantly due to the increase in Corporate expenses, as Milestone Scientific began the process of increasing thebusiness platform in the medical segment growth.

Research and Development for 2017 and 2016 were as follows:

2017 % 2016 % Increase

(Decrease) $ % of Change Dental $ 10,251 3.76% $ 35,310 2.78% $ (25,059) -70.97%Medical 124,820 45.76% 509,797 40.13% (384,977) -75.52%Corporate 137,675 50.48% 725,364 57.09% (587,689) -81.02%Total $ 272,746 100.00% $ 1,270,471 100.00% $ (997,725) -78.53%

Consolidated research and development expenses for the twelve months ended December 31, 2017 and 2016 were approximately $273,000 and $1,270,000, respectively.

The decrease is due to reduction in development costs associated with the epidural and intra articular devices. Profit (Loss) from Operations for 2017 and 2016 were as follows:

2017 % 2016 % Increase (Decrease)

$ % of Change Dental $ 3,127,570 -59.75% $ 2,096,727 -32.19% $ 1,030,843 49.16%Medical (2,389,145) 45.64% (3,217,697) 49.40% 828,552 -25.75 Corporate (5,972,743) 114.11% (5,392,990) 82.79% (579,753) 10.75%Total $ (5,234,318) 100.00% $ (6,513,960) 100.00% $ 1,279,648 -19.64%

The loss from operations for the twelve months ended December 31, 2017 and 2016 was approximately $5.2 million and $6.5 million, respectively, a decrease ofapproximately $1.3 million. This decrease is primarily attributable to the increase in Corporate expenses relating to our epidural and intra articular devices in 2017 offset by anincrease in gross profit.

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Liquidity and Capital Resources

At December 31, 2017, Milestone Scientific had cash and cash equivalents of approximately $2.6 million, total current assets of approximately $12 million and working

capital of approximately $5.3 million. We believe that our cash on hand, accounts receivable and the anticipated revenues from the dental business will be sufficient to fund ourbusiness operations for at least the next 12 months from the filing date of this Form 10-K.

Milestone Scientific continues to take positive steps to maintain adequate inventory levels and advances on contracts to maintain available inventory to meet our domestic

and international sales requirements. For the twelve months ended December 31, 2017 and 2016, we had negative cash flows from operating activities of approximately $1.2million and $5.4 million, respectively.

Milestone Scientific has incurred annual operating losses and negative cash flows from operating activities since its inception. The capital raised in December 2016 and

January 2017 provided Milestone Scientific with working capital to continue to develop its medical devices and obtain regulatory approval for one of its medical devices (the June2017 FDA approval of the epidural device), as well as to aggressively market its dental devices. Milestone Scientific is actively pursuing the generation of positive cash flows fromoperating activities through an increase in revenue from its dental business worldwide, and a reduction in operating expenses. Management believes that the Company will havesufficient cash and liquidity to meet its anticipated obligations over the next twelve-month period following the date of this report.

Now that the CompuFlo Epidural System has obtained FDA clearance in the United States (June 2017), the development costs will be reduced in 2018. The FDA clearance

will provide the Company with the opportunity to establish distribution in the USA. At the same time, the Company and its parent are looking to establish additional financingopportunity for the Epidural device sales. The intra-articular device will begin the 510K application process later this year. Most of the cost associated with this application will beinternal personnel cost and some low level third party review expense.

Milestone Scientific believes that the FDA clearance of its 510(k) application with respect to the CompuFlo® Epidural Computer Controlled Anesthesia will provide

Milestone Scientific with the opportunity to enter the US medical device market and generate revenues in the future. Milestone Scientific believes that it has sufficient inventory ofthe epidural devices to satisfy the near-term marketing opportunities.

In February and March 2018 Milestone Scientific hired an Executive VP of Global sales and Marketing and a Vice President of US Sales to fill a significant gap in our

commercialization efforts of the CompuFlo Epidural System. Milestone Scientific believes that the June 2016 exclusive distribution agreement with Henry Schein will continue to improve its domestic revenues in 2018. The dental

agreement has provided a substantial increase in US and Canada 2017 dental revenue (approximately $2 million). To further reduce Milestone Scientific's expenditures, MilestoneMedical is carefully managing expenses related to obtaining FDA clearance for the intra-articular devices. The CompuFlo Epidural System received FDA 510K approval in June2017. By limiting the FDA related expenses and increasing the dental device revenue through the dental distribution agreement, our estimated cash flow projection of theconsolidated company and its subsidiaries, management believes that Milestone Scientific will have resources to fund its operations over the next 12 months from the filing date ofthis Form 10-K.

Our Consolidated Balance Sheets included in this Report reflects a decrease of approximately $1.3 million in current assets from December 31, 2016 to December 31, 2017.

This decrease in current assets was primarily due to a reduction in cash ($1 million), accounts receivable from related parties, other receivables and inventory of approximately $2.2million. This was offset by an increase in accounts receivable, deferred cost, note receivable and prepaid expenses and other current assets of an aggregate of approximately$1.9 million.

In this Report our consolidated balance sheets included reflects increase in current liabilities by approximately $1.1 million from approximately $5.6 million to

approximately $6.7 million. The increase is primarily due to a decrease in accounts payable of approximately $364,000, accounts payable related party of approximately $249,000,an increase deferred revenue of approximately $844,000 and an increase in accrued expenses of approximately $850,000.

Off-Balance Sheet Arrangements

Milestone Scientific does not have any off-balance sheet arrangements that are currently material or reasonably likely to be material to the financial position or results of

operations.

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Contractual Obligations

The impact of the consolidated contractual obligations at December 31, 2017, expected on the liquidity and cash flows in future periods, is as follows:

Total Less than

1 Year 1-3 Years 3-5 Years Operating lease obligations $ 313,050 $ 150,264 $ 162,786 $ - Purchase obligations (1) $ 1,961,718 $ 1,546,036 $ 415,682 - Total $ 2,274,768 $ 1,696,300 $ 578,468 $ -

(1) Purchase obligations include agreements for the purchase of dental devices. Recent Accounting Pronouncements See “Note C - Summary of Significant Accounting Policies” to the Consolidated financial statements for explanation of recent accounting pronouncements impactingMilestone Scientific. Item 7A. Quantitative and Qualitative Disclosures about Market Risk Milestone Scientific is a “smaller reporting company” as defined by Regulation S-K and, as such, is not required to provide the information required by this item. Item 8. Financial Statements The financial statements of Milestone Scientific required by this Item are set forth beginning on page F-1. Item 9. Change in and Disagreements with Accountants on Accounting and Financial Disclosure None. Item 9A. Controls and Procedures Milestone Scientific’s Interim Chief Executive Officer and Chief Financial Officer have evaluated the effectiveness of the design and operation of Milestone Scientific’sdisclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) as of the end of the period covered by this report. Based upon that evaluation,Milestone Scientific’s Interim Chief Executive Officer and Chief Financial Officer have concluded that the disclosure controls and procedures as of December 31, 2017 areeffective to ensure that information required to be disclosed in the reports Milestone Scientific files or submits under the Exchange Act is recorded, processed, summarized andreported within the time periods specified in the SEC’s rules and forms and that such information is accumulated and communicated to Milestone Scientific's management,including the Interim Chief Executive Officer and Chief Financial Officer, as appropriate to allow timely decisions regarding required disclosure. Management’s Annual Report on Internal Control over Financial Reporting Milestone Scientific management is responsible for establishing and maintaining internal controls over financial reporting. The internal controls over financial reportingincludes those policies and procedures that:

● Pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets;

● Provide reasonable assurance that transactions are recorded as necessary to permit preparation of the financial statements in accordance with generally acceptedaccounting principles in the United States, and that the receipts and expenditures are being made only in accordance with authorizations of the management and directors;and

● Provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of the assets that could have a material effect on

the financial statements.

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Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Projections of any evaluation of effectiveness to futureperiods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures maydeteriorate. All internal control instruments, no matter how well designed, have inherent limitations. Therefore, even those instruments determined to be effective can provide onlyreasonable assurance with respect to financial statement preparation and presentation. Because of the inherent limitations of internal control, there is a risk that materialmisstatements may not be prevented or detected on a timely basis by internal control over financial reporting. However, these inherent limitations are known features of thefinancial reporting process. Therefore, it is possible to design into the process safeguards to reduce, though not eliminate, this risk.

Milestone Scientific management assessed the effectiveness of its internal control over financial reporting as of December 31, 2017. In making this assessment,management used the framework in Internal Control — Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (“COSO”)adopted in 2013. Based on the assessment and the criteria set forth by COSO, management believes that Milestone Scientific maintained effective internal control over financialreporting as of December 31, 2017. There have been no changes in Milestone Scientific’s internal control over financial reporting identified in connection with the evaluation that occurred during MilestoneScientific’s last fiscal quarter ended December 31, 2017 that have materially affected, or that are reasonably likely to materially affect, Milestone Scientific’s internal controlsover financial reporting. Item 9B. Other Information None.

PART III Item 10. Directors, Executive Officers, Promoters, Control Persons and Corporate Governance; Compliance with Section 16 (a) of the Exchange Act. Milestone Scientific’s directors are elected annually by the stockholders and serve for one-year terms until his/her successor is elected and qualified or until such director’searlier death, resignation or removal. The executive officers and key personnel are appointed by and serve at the pleasure of the Board of Directors The current executive officersand directors of Milestone Scientific and their respective ages as of April 2, 2018 are as follows:

NAME AGE POSITION DIRECTOR SINCELeslie Bernhard (1) (2) (3) 73 Chairman of the Board and Director 2003

Leonard Osser 70 Interim Chief Executive Office, and Director 1991Joseph D'Agostino 66 Chief Financial Officer and Chief Operating Officer

Leonard Schiller (1) (2) (3) 77 Director 1997Michael McGeehan (1) 52 Director 2017

Gian Domenico Trombetta 57 Director 2014Edward J. Zelnick, M.D. (1) (2) (3) 72 Director 2015

1. Member of the Audit Committee2. Member of the Compensation Committee3. Member of the Nominating and Corporate Governance Committee

The following are the names of individuals who are not executive officers of Milestone Scientific but are deemed key personnel of Milestone Scientific, their respectiveages and positions as of April 2, 2018

NAME AGE POSITIONEugene Casagrande, D.D.S. 73 Director of Professional Relations

Mark Hochman, D.D.S. 58 Director of Clinical Affairs

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Leonard Osser, Interim Chief Executive Officer and Director

Leonard Osser has been Interim Chief Executive Officer since December 2017. From July 2017 to December 2017, he had been Managing Director –ChinaOperations. Prior to that, he served as Milestone Scientific’s Chairman from 1991 until September of 2009, and during that time, from 1991 until 2007, was also Chief ExecutiveOfficer of Milestone Scientific. In September 2009, he resigned as Chairman of Milestone Scientific, but remained a director, and assumed the position of Chief Executive Officer.From 1980 until the consummation of Milestone Scientific’s public offering in November 1995, Mr. Osser was primarily engaged as the principal owner and Chief ExecutiveOfficer of U.S. Asian Consulting Group, Inc., a New Jersey-based provider of consulting services specializing in distressed or turnaround situations in both the public and privatemarkets. Mr. Osser’s knowledge of our business and background with us since 1980 provides the Board with valuable leadership skills and insight into our business andaccordingly, the expertise needed to serve as one of our directors.

Joseph D’Agostino, Chief Financial Officer and Chief Operating Officer Joseph D'Agostino has been Milestone Scientific's Chief Financial Officer since October 2008 and Chief Operating Officer since September 2011. Mr. D'Agostino joinedMilestone Scientific in January 2008 as Acting CFO and has over 25 years of finance and accounting experience serving both publicly and privately held companies. A results-oriented and decisive leader, he has specific proven expertise in treasury and cash management, strategic planning, information technology, internal controls, Sarbanes-Oxleycompliance, operations and financial and tax accounting. Mr. D'Agostino served as Senior Vice President and Treasurer of Summit Global Logistics, a publicly traded, fullservice international freight forwarder and customs broker with operations in the United States and China. Previous executive posts also included Executive Vice President andCFO of Haynes Security, Inc., a leading electronic and manned security solutions company serving government agencies and commercial enterprises; Executive Vice President ofFinance and Administration for Casio, Inc., the U.S. subsidiary of Casio Computer Co., Ltd., a leading manufacturer of consumer electronics with subsidiaries throughout theworld; and Manager of Accounting and Auditing for Main Hurdman's National Office in New York City (merged into KPMG). Mr. D'Agostino is a Certified Public Accountantand holds memberships in the American Institute of CPA's, New Jersey Society of CPA's, Financial Executive Institute, He is a graduate of William Paterson University where heearned a Bachelor of Arts degree in Science.

Leslie Bernhard, Chairman of the Board

Leslie Bernhard has served as Milestone Scientific’s Chairman of the Board since October 2009 and served as Interim Chief Executive Officer from October 2017 toDecember 19, 2017. In addition, Ms. Bernhard has also had been serving as an Independent Director (as defined below) of Milestone Scientific since May 2003. Since 2007, Ms.Bernhard has also been serving as an independent director of Universal Power Group, Inc., a global supplier of power solutions. In 1986 she co-founded AdStar, Inc., an electronicad intake service to the newspaper industry, and served as its president, chief executive officer and executive director until 2012. Ms. Bernhard holds a BS Degree in Educationfrom St. John’s University. Ms. Bernhard’s professional experience and background with AdStar and with us, as one of our directors since 2003, have given her the expertiseneeded to serve as Chairman of the Board, and Chairman of the Audit Committee.

Gian Domenico Trombetta, Director Gian Domenico Trombetta has been a director of Milestone Scientific in May 2014 and the President and Chief Executive Officer of Milestone Scientific’s Dental Division(Wand Dental Inc.) since October 2014. He founded Innovest S.p.A in 1993, a special situation firm acting in development and distressed capital investments. He has been itsPresident and Chief Executive Officer since its inception. He served as the Chief Executive Officer or a board member of several private commercial companies in differentindustries including both industrial (e.g. IT, media, web, and fashion) and holding companies. Before founding Innovest, Mr. Trombetta was Project Manager for Booz Allen &Hamilton Inc., a management consulting firm from 1988 to 1992. Mr. Trombetta holds a degree in business administration from the Luiss University in Rome, Italy and a MBAdegree from INSEAD-Fontainbleau-France. Mr. Trombetta business background and experience has given him the expertise needed to serve as one of our directors.

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Leonard M. Schiller, Director

Leonard Schiller has been a director of Milestone Scientific since April 1997. Mr. Schiller has been a partner in the Chicago law firm of Schiller Strauss & Lavin PC since1977 and since 2002, its President. Mr. Schiller also serves as a director on the boards of Jerrick Media Holdings, Inc. (OTCQB: JMDA), a public media company, sinceFebruary 2016 and Point Capital, Inc. (OTCQB: PTCI), a business development company, since July 2014. Mr. Schiller’s professional experience and background have givenhim the expertise needed to serve as Chairman of the Compensation Committee and as one of our directors.

Edward J. Zelnick, M.D., Director

Edward J. Zelnick, M.D. has been a director of Milestone Scientific since February 2015. Dr. Zelnick has been a medical doctor for over 45 years and has a background inclinical research. Since June 2002 he has been the chief executive officer of Horizon Institute for Clinical Research, a company that recruits test subjects and clinicians forclinical research trials. Dr. Zelnick received a Bachelor of Science degree in chemistry from the University of Pittsburgh in 1966 and his M.D. degree from New York MedicalCollege in 1970. Dr. Zelnick's professional experience and background as a medical doctor and in clinical research, have given him the expertise needed to serve as one of ourdirectors. Michael McGeehan Michael McGeehan has been a director of Milestone Scientific since October 2017. Mr. McGeehan is a business consultant with 30 years of experience in a variety ofbusiness domains, including financial services, medical and healthcare products, consumer package goods and the software technology industry. Mr. McGeehan started his careerat Metaphor Computer Systems in 1988 and then went to work at Microsoft Corporation in 1991. In 1995, Mr. McGeehan left Microsoft and founded Forefront InformationStrategies, an information technology consulting firm. In 2002, Mr. McGeehan returned to Microsoft where he worked until 2017, when he returned to and re-started Forefront.Mr. McGeehan was on the Board of Directors of Wand Dental Inc., (subsidiary of Milestone Scientific) a maker of a painless, anesthetic injection system for dentists. Mr.McGeehan has a Master’s in Business Administration from Pace University and a Bachelor of Science in Electrical Engineering and Computer Science from MarquetteUniversity. Mr. McGeehan background has given him the experience needed to serve as one of our directors. Mark Hochman, D.D.S., Director of Clinical Affairs Mark Hochman, D.D.S. has served as Milestone Scientific’s Director of Clinical Affairs and Director of Research and Development since 1999. He has a Doctor of DentalSurgery with advanced training in the specialties of Periodontics and Orthodontics from New York University of Dentistry and has been practicing dentistry since 1984. He is aformer clinical associate professor at NYU School of Dental Surgery. Recognized as a world authority on Advanced Drug Delivery Instruments, Dr. Hochman has publishednumerous articles in this area, and shares in the responsibility for inventing much of the technology currently available from Milestone Scientific. Dr. Eugene Casagrande, Director of International & Professional Relations Since 1998, Eugene Casagrande, D.D.S. has served as Director of International and Professional Relations, charged with pursuing a broad range of clinical and industry-related strategic business opportunities for Milestone Scientific. Dr. Eugene R. Casagrande has practiced Cosmetic and Restorative Dentistry for over 30 years in Los Angeles. He is past president of the California State Board of Dentistry and the Los Angeles Dental Society and is a Fellow of the American and International Colleges of Dentists. Dr.Casagrande was a member of the faculty of the University of Southern California, School of Dentistry. He was also the Executive Director of the Los Angeles Oral HealthFoundation and the Program Director of the Los Angeles Pediatric Oral Health Access Program. As the Director of International & Professional Relations for MilestoneScientific for over 19 years, he has published multiple articles and has lectured both nationally and internationally at over 100 dental schools and in over 50 countries onComputer-Controlled Local Anesthesia. Director Independence and Committees of the Board The Board has determined as of December 19, 2017, Leslie Bernhard, Leonard M. Schiller, Dr. Edward J. Zelnick, and Michael McGeehan (the “IndependentDirectors”) are independent as that term is defined in the listing standards of the NYSE American. As disclosed above, Leslie Bernhard, Leonard M. Schiller, Dr. Edward J.Zelnick, and Michael McGeehan are members of the Audit Committee and are independent for such purposes. Leslie Bernhard, Leonard M. Schiller, and Dr. Edward J. Zelnick,are members of the Compensation Committee and are independent for such purposes.

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In determining director independence, the Board considered the stock awards to the Independent Directors for the year ended December 31, 2017, disclosed in “Item 11 –Executive Compensation – Director Compensation” above, and determined that such awards were compensation for services rendered to the Board and therefore did not impacttheir ability to continue to serve as Independent Directors.

Milestone Scientific’s Board of Directors has established a compensation, audit nominating and corporate governance committees (respectively, “CompensationCommittee,” “Audit Committee,” and “Nominating Committee”.) The Compensation Committee reviews and recommends to the Board of Directors the compensation and benefitsof all the officers of Milestone Scientific, reviews general policy matters relating to compensation and benefits of employees of Milestone Scientific and administers the issuance ofstock options to Milestone Scientific’s officers, employees, directors and consultants. All compensation arrangements between Milestone Scientific and its directors, officers andaffiliates are reviewed by the Compensation Committee. The Audit Committee meets with management and Milestone Scientific’s independent auditors to determine the adequacyof internal controls and other financial reporting matters; all the members are independent directors. The Board of Directors has determined that, Leslie Bernhard qualifies as anAudit Committee Financial Expert pursuant to Item 407(d)(5) of Regulation S-K, Leslie Bernhard is independent, as that term is defined in the listing standards of the NYSEAmerican.

The Nominating Committee has dual responsibilities. The Nominating Committee will assist the board by identifying and recommending individuals qualified to becomemember of the board. Additionally, the committee will evaluate the size and composition of the board and its members, reviewing governance issues and makingrecommendations to the board regarding possible changes and reviewing and monitoring compliance with the code of ethics and insider trading policy. Section 16(a) Beneficial Ownership Reporting Compliance Section 16(a) of the Securities Exchange Act of 1934 requires our executive officers and directors, and persons who own more than ten percent of a registered class of ourequity securities, to file reports of ownership and changes in ownership with the SEC. Executive officers, directors and greater than ten-percent stockholders are required by SECregulation to furnish us with copies of all Section 16(a) forms they file. Based solely on review of the copies of such forms furnished to us, or written representations that noForms 5 were required, we believe that all Section 16(a) filing requirements applicable to our officers and director were complied with during the fiscal year ended December 31,2017. Code of Ethics Milestone Scientific has adopted a code of ethics that applies to its directors, principal executive officer, principal financial officer and other persons performing similarfunctions. This code of ethics is filed herewith as an exhibit to this annual report and is posted on Milestone Scientific’s web site at www.milestonescientific.com. MilestoneScientific will also provide a copy of the Code of Ethics to any person without charge, upon written request addressed to the Chief Financial Officer, Joseph D’Agostino at theprincipal executive office, located at 220 South Orange Avenue, Livingston, NJ 07039. Item 11. Executive Compensation. The following Summary Compensation Table sets forth all compensation earned, in all capacities, during the fiscal years ended December 31, 2017 and 2016 by MilestoneScientific’s (i) CEO and (ii) two most highly compensated executive officers other than the CEO who were serving as executive officers at the end of the 2017 fiscal year andwhose salary as determined by Regulation S-K, Item 402, exceeded $100,000 (the individuals falling within categories (i) and (ii) are collectively referred to as the “NamedExecutive Officers”).

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SUMMARY COMPENSATION TABLE

Name and PrincipalPosition Year Salary Bonuses

Option Awards(2)

OtherCompensation Total

Leslie Bernhard Interim Chief ExecutiveOfficer-Former 2017 $ 50,000 $ 29,500 $ - $ - $ 79,500 Daniel Goldberger (3) Chief Executive Officer-Former 2017 $ 68,750 $ - $ - $ 178,600 $ 247,350 Leonard A. Osser (1) (2) Interim Chief ExecutiveOfficer and ManagingDirector of AsianOperations 2017 $ 205,000 $ 350,000 $ 336,970 $ 227,311 $ 1,119,281 2016 $ 300,000 $ 400,000 $ 422,019 $ 238,030 $ 1,360,049 Gian Domenico Trombetta(1) (2) Chief Executive Officer -Wand Dental Inc 2017 $ 280,000 $ 180,000 $ - $ - $ 460,000 2016 $ 279,999 $ 160,000 $ 221,743 $ - $ 661,742 Joseph D'Agostino (1) (2) Chief Financial Officer 2017 $ 178,700 $ 90,000 $ 86,650 $ 27,027 $ 382,377 2016 $ 171,600 $ 80,000 $ 222,344 $ 35,144 $ 509,088

1. Leonard Osser received $350,000, and $400,000 in a performance bonus for the years ended December 31, 2017 and 2016, respectively, of which $175,000 in 2017 and

$200,000 in 2016, were deferred and will be paid in common stock upon the termination of his employment with Milestone Scientific in accordance with the terms ofhis employment agreement. In accordance with Mr. Osser's employment agreement, one half of his annual bonus is paid in cash and one half in common stock. On July10, 2017, Mr. Osser resigned from his positions of Chief Executive Officer. Other compensation represents payments made for health insurance coverage $4,900 andcar allowance $7,200, pension payment $203,111. Upon his resignation, Mr., Osser served as Managing Director of Asian Operations, Mr. Osser received $55,000 incompensation and $12,100 in other compensation which is included in this schedule.

Gian Domenico Trombetta received $180,000, and $160,000 in a performance bonus for the years ended December 31, 2017 and 2016, respectively, of which $90,000in 2017 and $80,000 in 2016, were deferred and will be paid in common stock upon the termination of his employment with Milestone Scientific in accordance with theterms of his employment agreement. In accordance with Mr. Trombetta employment agreement, one half of his annual bonus is paid in cash and one half in commonstock. Mr. Trombetta elected not to receive the stock option coverage for his 2017 bonus award.

Joseph D’Agostino received $90,000, and $80,000 in a performance bonus for the years ended December 31, 2017 and 2016, respectively, of which $45,000 in 2017and $40,000 in 2016, were deferred and will be paid in common stock upon the termination of his employment with Milestone Scientific in accordance with the terms ofhis employment agreement. In accordance with Mr. D’Agostino's employment agreement, one half of his annual bonus is paid in cash and one half in common stock.Other compensation represents payments made for health insurance coverage $18,027 and car allowance $9,000.

2. The amounts in this column reflect the fair value of the options on the date of grant. For details used in the assumption calculating the fair value of the option reward,

see Note C to the Financial Statements for the years ended December 31, 2017 and 2016, which is located on pages F-9 through F-14 of this Report. Compensation costis generally recognized over the vesting period of the award. See the table on page 39 entitled Outstanding Equity Awards at December 31, 2017.

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3. On October 2, 2017, Milestone Scientific accepted the resignation of the then CEO, Daniel Goldberger. Included in other compensation is $175,000 for severance perthe agreement with Mr. Goldberger dated February 2018 and $3,600 related to health insurance and car allowance.

Employment Contracts

In July 2017, Milestone Scientific entered into a three-year employment agreement with Daniel Goldberger to serve as President and Chief Executive Officer of MilestoneScientific. Under the agreement, Mr. Goldberger would receive base compensation of $300,000 per annum and may additionally earn annual bonuses of up to an aggregate of$400,000, payable one half in cash and one half in Milestone Scientific common stock (“Bonus Shares”) contingent upon achieving performance benchmarks periodically set foreach year by the compensation committee of the Board. In addition to any such shares of common stock, Mr. Goldberger was entitled to receive stock options (“Bonus Options”)to acquire twice the number of any Bonus Shares earned, pursuant to a non-qualified stock option grant agreement under Milestone Scientific’s then existing equitycompensation plan. The Bonus Options had a five-year term and were to vest in equal annual installments on each of the first, second and third anniversary of the grant date,subject to continued employment on such vesting date and accelerated vesting upon the occurrence of certain events. The exercise price of the Bonus Options was based on thefair market value of per share of common stock on the date of grant.

In July 2017, Milestone Scientific entered into a ten-year new employment agreement with Leonard Osser, who previously served as the Company’s President and ChiefExecutive Officer, to serve as Managing Director – China Operations. This new agreement provides for annual compensation of $300,000 consisting of $100,000 in cash and$200,000 in the Company’s common stock valued at the average closing price of the Company’s common stock on the NYSE or such other market or exchange on which itsshares are then traded during the first fifteen (15) trading days of the last full calendar month of each year during the term of this agreement. This agreement supersedes all prioremployment agreements between Mr. Osser and Milestone Scientific. If the Company terminates Mr. Osser’s employment “Without Cause,” other than due to his death ordisability, or if Mr. Osser terminates his employment for “Good Reason” (both as defined in the agreement), Mr. Osser is entitled to be paid in one lump sum payment as soon aspracticable following such termination: an amount equal to the aggregate present value (as determined in accordance with Section 280G(d)(4) of the Code) of all compensationpursuant to this agreement from the effective date of termination hereunder through the remainder of the Employment Term.

In July 2017, Mr. Osser also resigned from his positions of Chairman of the Board, Chief Executive Office and President of Milestone Medical. Upon his resignation,Milestone Medical entered in a consulting agreement with U.S. Asian Consulting Group LLC, an entity controlled by Mr. Osser, pursuant to which he will provide specific servicesto Milestone Medical for a ten- year term. Pursuant to the consulting agreement, U.S. Asian Consulting Group, LLC, is entitled to receive $100,000 per year for Mr. Osser'sservices.

In July 2017, Milestone Scientific granted to Mr. Goldberger non-qualified stock options to purchase 921,942 shares of common stock at an exercise price of $2.00 pershare. Those options had a five-year term and were to vest in equal annual installments on each of the first, second and third anniversaries of the grant date, subject to hiscontinued employment on the vesting date and accelerated vesting upon the occurrence of certain events. On October 5, 2017, Milestone Scientific Inc. announced that Daniel Goldberger had resigned as President and Chief Executive Officer effective October 2, 2017, uponwhich the previously described stock options granted to him in July 2017 terminated prior to vesting (see Note M).

On October 5, 2017, Milestone Scientific also announced the appointment of Leslie Bernhard, the Company’s current Chairman of the Board, as the Company’s InterimChief Executive Officer, to serve in such role until the appointment of a new Chief Executive Officer. In connection with her appointment to serve as the Company’s InterimChief Executive Officer, Ms. Bernhard was paid an annual salary of $200,000 received a one-time bonus of 100,000 shares of the Company’s Common Stock. In addition, at thecompletion of her service as Interim Chief Executive Officer, Ms. Bernhard shall be entitled to receive a cash bonus in an amount to be determined by the Board of Directors atthat time. On December 19 ,2017 the Board of Directors appointed Leonard Osser Interim Chief Executive Officer, replacing Leslie Bernhard. Ms. Bernhard negotiated a one-time bonus of 25,000 shares of Milestone Scientific stock for her services as Interim Chief Executive Officer in-lieu of 100,000 shares.

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On December 19 ,2017 the Board of Directors appointed Leonard Osser Interim Chief Executive Officer, replacing Leslie Bernhard. Mr. Osser will enter into a similar

employment contract that he received during 2017 before he resigned his position as CEO of the company. Mr. Osser placed on hold his position as Managing Director-ChinaOperations and his consulting agreement with Milestone Medical to rejoined Milestone Scientific Inc. as Interim Chief Executive Officer.

Objective of Executive Compensation Program The primary objective of the executive compensation program is to attract and retain qualified, energetic managers who are enthusiastic about the mission and culture ofMilestone Scientific. A further objective of the compensation program is to provide incentives and reward each manager for their contribution. In addition, Milestone Scientificstrives to promote an ownership mentality among key leadership and the Board of Directors. The Compensation Committee reviews and approves, or in some cases recommends for the approval of the full Board of Directors, the annual compensation procedures forthe Named Executive Officers. The compensation program is designed to reward teamwork, as well as each manager’s individual contribution. In measuring the Named Executive Officers’ contribution,the Compensation Committee considers numerous factors including the growth, strategic business relationships and financial performance. Regarding most compensationmatters, including executive and director compensation, the management provides recommendations to the Compensation Committee; however, the Compensation Committeedoes not delegate any of its functions to others in setting compensation. Milestone Scientific does not currently engage any consultant to advice on executive and/or directorcompensation matters. Stock price performance has not been a factor in determining annual compensation because the price of Milestone Scientific’s common stock is subject to a variety offactors outside of Milestone Scientific’s control. Milestone Scientific does not have an exact formula for allocating between cash and non-cash compensation. Annual CEO Compensation consists of a base salary component and periodic stock option grants. It is the Compensation Committee’s intention to set totals for the CEO forcash compensation sufficiently high enough to attract and retain a strong motivated leadership team, but not so high that it creates a negative perception with the otherstakeholders. The CEO receives stock option grants under the stock option plan. The number of stock options granted to the executive officer is made on a discretionary ratherthan a formula basis by the Compensation Committee. The CEO’s current and prior compensation is considered in setting future compensation. In addition, Milestone Scientificreviews the compensation practices of 28 other companies. To some extent, the compensation plan is based on the market and the companies that compete for executivemanagement. The elements of the plan (e.g., base salary, bonus and stock options) are like the elements used by many companies. The exact base pay, stock option grant, andbonus amounts are chosen to balance the competing objectives of fairness to all stakeholders and attracting and retaining executive managers.

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Outstanding Equity Awards at December 31, 2017

The following table includes certain information with respect to all unexercised stock options and unvested shares of common stock of Milestone Scientific outstanding ownedby the Named Executive Officers at December 31, 2017.

Options Awards Stock Awards

Name

Number ofSecurities

UnderlyingUnexercisedOptions (#)

Exercisable (1)

Number ofSecurities

UnderlyingUnexercisedOptions (#)

Unexercisable (1) Option Exercise

Price ($) Option Expiration

Date

Number of Sharesor Units of Stock

that have notvested (#) (2)

Market Value ofNumber of Sharesor Units of Stock

that have notvested (#) (3)

Leonard Osser 73,333 - $ 1.49 11/20/2019 886,866 $ 1,031,762 248,448 - $ 1.65 12/31/2018 185,186 - $ 2.23 11/20/2019 44,699 12,607 $ 3.89 6/23/2020 46,105 36,883 $ 1.72 2/4/2021 95,238 76,191 $ 2.09 11/10/2021 20,497 41,615 $ 1.72 2/4/2021 112,323 224,647 $ 1.14 1/18/2022 Total 825,829 391,943 886,866 1,031,762 GianDomenicoTrombetta 73,767 59,013 $ 1.72 2/4/2021 116,079 $ 240,066 32,798 66,580 $ 1.61 1/8/2022 Total 106,565 125,593 116,079 240,066 JosephD’Agostino 66,666 - $ 1.50 12/31/2018 150,000 - $ 2.09 11/11/2019 191,046 $ 361,378 49,261 - $ 2.03 11/20/2019 73,967 59,173 $ 1.72 2/4/2021 16,397 33,292 $ 1.61 1/8/2022 28,883 57,767 $ 1.04 1/18/2022 Total 385,174 150,232 191,046 $ 361,378

1. Represents stock option grants at fair market value on the date of grant.

2. Issuance of the shares of common stock has been deferred until the termination of his employment with Milestone Scientific in accordance with the terms of hisrespective employment arrangement.

3. Based on the closing price per share of $1.18 as reported on the NYSE American on December 31, 2017. Director Compensation

NAME Fees Earned or Paid in

Cash ($) Bonus Paid in Stock Total ($) Leslie Bernhard (1) $ 38,500 $ 96,000 $ 134,500 Leonard Schiller $ 36,000 $ 66,500 $ 102,500 Edward J. Zelnick, M.D. $ 36,000 $ 26,600 $ 62,600 Michael McGeehan $ 9,000 $ - $ 9,000

1. Includes $8,500 July thru December 2017 compensation for serving as Chairman of the Audit Committee.

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Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters

The following table, together with the accompanying footnotes, sets forth information, as of April 2, 2018 , regarding stock ownership of all persons known by MilestoneScientific to own beneficially more than 5% of Milestone Scientific’s outstanding common stock, Named Executives, all directors, and all directors and officers of MilestoneScientific as a group:

Names of Beneficial Owner (1)

Shares of CommonStock Beneficially

Owned (2) Percentage of

OwnershipExecutive Officers and Directors Leonard Osser 4,183,921 (3) 12.08%Joseph D'Agostino 1,550,679 (4) 4.48%Leslie Bernhard 75,000 (5)Leonard Schiller 235,158 (6)Edward J. Zelnick, M.D. 28,750 (7)Michael McGeehan 1,000 (8)Gian Domenico Trombetta 6,262,768 (9) 18.09%All directors & executive officers asgroup (6 persons) 12,361,276 35.70%K. Tucker Andersen 3,292,003 (10) 9.51%Tom Cheng 1,712,599 4.95%Debra Ginsberg 1,695,000 (11) 4.90%* Less than 1%

1. The addresses of the persons named in this table are as follows: Leonard Osser, Joseph D'Agostino, Gian Domenico Trombetta, Leslie Bernhard and Edward

Zelnick, M.D. are at 220 South Orange Avenue in, New Jersey 07039; Leonard M. Schiller, c/o Schiller, Klein & McElroy, P.C., 33 North Dearborn Street, Suite1030, Chicago, Illinois 60602; K. Tucker Andersen, c/o Above All Advisors, 61 Above All Road, Warren, CT 06754, Tom Cheng, c/o United Systems 18725 E.Gale Ave Suite 221, City of Industry, CA 91748 and Debra Ginsberg, 5 Bay Ridge Road Key Largo, FL 33037.

2. A person is deemed to be a beneficial owner of securities that can be acquired by such person within 60 days from April 2, 2018, as applicable, upon the exercise of

options and warrants or conversion of convertible securities. Each beneficial owner's percentage ownership is determined by assuming that options, warrants andconvertible securities that are held by such person (but not held by any other person) and that are exercisable or convertible within 60 days from April 2, 2018 havebeen exercised or converted. Except as otherwise indicated, and subject to applicable community property and similar laws, each of the persons named has solevoting and investment power with respect to the shares shown as beneficially owned. The percentages for each beneficial owner are determined based on dividingthe number of shares of common stock beneficially owned by the sum of the outstanding shares of common stock on April 2, 2018 and the number of sharesunderlying options exercisable and convertible securities convertible within 60 days from April 2, 2018 held by the beneficial owner

3. Includes 2,283,706 shares held by Mr. Osser or his family, 1,055,350 shares to be issued at the termination of his employment agreement, and 844,865 shares

subject to common stock options. 4. Includes 931,137 shares held by Mr. D'Agostino, 234,371 shares to be issued at the termination of his employment, and 385,171 shares subject to common stock

options. w. 5. Includes 75,000 shares held by Ms. Bernhard.

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6. Includes 229,533 shares held by Mr. Schiller and 5,625 shares subject to common stock warrants. 7. Includes 25,000 shares held by Dr. Zelnick and 3,750 shares subject to common stock warrants. 8. Includes 1,000 shares held by Mr. McGeehan 9. Includes 202,617 shares to be issued at the termination of his employment, 106,565 shares subject to common stock options and 5,953,586 shares held directly by

BP4 S.r.l. ("BP4") of which 2,953,586 shares are issuable upon the conversion of $7 million of preferred stock at $2.37 per share, as adjusted to date. InnovestS.p.A. ("Innovest") is the controlling shareholder of BP4 and Mr. Trombetta is a controlling shareholder and director of Innovest, and, as such, is deemed to havevoting and investment power over the securities held by BP4. Mr. Trombetta disclaims beneficial ownership of all securities held by BP4.

10. Includes an aggregate of 1,279,301 shares of common stock underlying outstanding options, 1,193,990 shares of common stock issuable upon termination of

employment and 2,953,586 shares of common stock issuable upon the conversion of $7 million of preferred stock at $2.37 per share. 11. The information with respect to their 5% shareholder has been derived from form 13G submitted by the owner of shares to the SEC on March 20, 2018, reporting

beneficial ownership as of December 31, 2017.

Securities Authorized for Issuance under Equity Compensation Plans Equity Compensation Plan Information The following table summarizes, as of December 31, 2017, the (i) options granted under the Milestone Scientific 2004 Stock Option Plan (the “2004 Plan”) and (ii) optionsgranted under the Milestone Scientific 2011 Equity Compensation Plan (f/k/a Milestone Scientific 2011 Stock Option Plan) (the “2011 Plan”). The shares covered by outstandingoptions and warrants are subject to adjustment for changes in capitalization, stock splits, stock dividends and similar events. No other equity compensation has been issued.

Equity compensation plan approved by stockholders

Number of Securities tobe issued upon exerciseof outstanding options

and warrants

Weighted-averageexercise price of

outstanding options andwarrants

Number of securitiesremaining available for

future issuance under equitycompensation plan

Grants under our 2004 Stock Option Plan (1) 73,333 $ 1.49 - Grants under our 2011 Stock Option Plan (2) 1,912,002 $ 1.73 1,001,889

Total 1,985,335 1,001,889

1. The 2004 Plan, as amended, provided for awards of options up to a maximum 750,000 shares of Milestone Scientific's common stock and expired in July 2014.Options were granted to employees, officers, directors and consultants of Milestone Scientific for the purchase of common stock of Milestone Scientific at a price notless than the fair market value of the common stock on the date of the grant. In general, options awarded under the 2004 Plan became exercisable over a three-yearperiod from the grant date and expire five years after the date of grant. No options were exercised in 2017 or 2016.

2. The 2011 Plan, as amended, provides for awards of restricted common stock and options to purchase up to a maximum 4,000,000 shares of common stock and expiresin June 2021. Options may be granted to employees, directors and consultants of Milestone Scientific for the purchase of shares of common stock at a price not less thanthe fair market value of common stock on the date of grant. In general, options become exercisable over a three-year period from the grant date and expire five yearsafter the date of grant. For the year ended December 31, 2017, 83,333 shares were exercised.

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Item 13. Certain Relationships and Related Transactions and Director Independence.

In 2016, Milestone Scientific entered a three-year consulting agreement with K. Tucker Anderson to provide business and strategic services to Milestone Scientific. The feefor these services are $100,000 per year which is paid in shares of common stock on a quarterly basis, valued at the closing price per share of common stock on the last tradingday of each quarter.

Milestone Scientific has a manufacturing agreement with United Systems (whose controlling shareholder, Tom Cheng, is a significant stockholder of Milestone), theprincipal manufacturers of its handpieces, pursuant to which it manufactures products under specific purchase orders, but without minimum purchase commitments. MilestoneScientific purchased $2,146,108 and $3,025,249 for the twelve months ended December 31, 2017 and 2016, respectively. Milestone Scientific owed $985,678 and $1,235,052 tothis manufacturer as of December 31, 2017 and 2016, respectively

Milestone Scientific had $2,071,000 of related party sales of handpieces and devices to Milestone China and Milestone China’s agent for the twelve months ended

December 31, 2017. Milestone Scientific had $3,425,000 of related party sales of handpieces and devices to Milestone China for the twelve months ended December 31, 2016. Asof December 31, 2017, and 2016, Milestone Scientific recorded deferred revenues of $1,725,450 and $1,001,800, respectively, and deferred costs of $1,109,611 and $620,041,respectively, associated with sales to Milestone China. As of December 31, 2017, and 2016, Milestone China’s agent owed $1,725,450 and $2,714,600, respectively, to MilestoneScientific which is included in related party accounts receivable on the condensed consolidated balance sheets.

In August 2016, a stockholder of Milestone Scientific entered a three-year agreement with Milestone Scientific to provide financial and business strategic services.

Expenses recognized on this agreement were $100,000 for each of the twelve months ended December 31, 2017 and 2016. In January 2017, Milestone Scientific entered into a 12-month agreement with Innovest S.p.A. to provide consulting services. This agreement will renew for successive 12-

month terms unless terminated by Innovest S.p.A or Milestone Scientific. Expenses recognized on this agreement were $80,000 for the twelve months ended December 31, 2017.This agreement is expected to continue into 2018.

Item 14. Principal Accounting Fees and Services Effective July 18, 2016, our Audit Committee engaged Friedman LLP (“Friedman”) to replace Baker Tilly Virchow Krause, LLP (“Baker Tilly”) as our principalaccounting firm. The aggregate fees billed by our principal accounting firms for the years ended December 31, 2017 and 2016 are as follows:

Audit fees* 2017 2016 Audit Fees and Audit Related fees $ 244,300 $ 291,500 (1)Tax Fees 13,854 30,000 Total Fees $ 258,154 $ 321,500

* Includes fees for professional services rendered for the audit of our annual financial statements and the review of financial statements included in our report on Form 10-Qs orservices that are reasonably related to the performance of the audit or normally provided in connection with statutory and regulatory filings. (1) The audit fees in 2016 includes $180,000 of fees billed by Friedman and $111,500 of fees billed by Baker Tilly. Audit Committee Pre-Approval Policies and Procedures The Audit Committee charter provides that the Audit Committee will pre-approve audit services and non-audit services to be provided by the independent auditors beforethe accountant is engaged to render these services. The Audit Committee may consult with management in the decision-making process but may not delegate this authority tomanagement. The Audit Committee may delegate its authority to preapprove services to one or more committee members, provided that the designees present the pre-approvalsto the full committee at the next committee meeting. All audit and non-audit services performed by the independent accountants have been pre-approved by the AuditCommittee to assure that such services do not impair the auditors’ independence from us.

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PART IV

Item 15. Exhibits and Financial Statement Schedules The following documents are filed as part of this Report:

1. Financial Statements. See Index to Financial Statements on page F-1.

2. Financial Statement Schedule Schedules are omitted because the information required is not applicable or the required information is shown in the consolidated financial statements or notesthereto.

3. Exhibits Certain of the following exhibits were filed as Exhibits to previous filings filed by Milestone Scientific under the Securities Act of 1933, as amended, or reports

filed under the Securities and Exchange Act of 1934, as amended, and are hereby incorporated by reference.

Exhibit No Description 3.1 Restated Certificate of Incorporation of Milestone filed on September 6, 2013 (11) 3.2 Form of Certificate of Designation filed on April 18, 2014 (12) 3.3 Certificate of Correction to the Certificate of Designation filed on May 12, 2014 (13) 3.4 By-laws of Milestone (1) 4.1 Specimen stock certificate (2) 4.2 Form of warrant agreement, including form of warrant (4)4.3 Form of Common Stock Purchase Warrant issued in the 2016 Public Offering (16)

10.1 Lease dated November 25, 1996 between Livingston Corporate Park Associates, L.L.C. and Milestone (3)10.2 Lease amendment dated April 28, 2004 between Livingston Corporate Park Associates, L.L.C. And Milestone (4)10.4 Employment Agreement with Leonard Osser, dated September 1, 2009** (6)10.5 2011 Equity Compensation Plan (7)10.6 Amendment to the Employment Agreement with Leonard Osser, dated March 6, 2013** (11)10.7 Master Supply and Distribution Agreement, dated July 3, 2013, between Milestone Scientific Inc and Tri-anim Health Services, Inc (9) 10.8 Amendment to the Employment Agreement with Leonard Osser, effective March 17, 2014** (10) 10.9 Agreement with Mark Hochman, dated July 2015 (13)10.1 Investment Agreement, dated April 15, 2014, between Milestone Scientific Inc. and BP4 S.p.A. (12)

10.11 Exclusive Distribution and Supply Agreement, dated as of June 20, 2016, among Milestone Scientific Inc., Wand Dental, Inc. and Henry Schein, Inc.(14)

10.12 Amended and Restated Employment Agreement, dated December 1, 2016, between Wand Dental Inc. and Gian Domenico Trombetta (15)10.13 Final Form of Asset Purchase Agreement, dated June 2, 2017, among APAD Octrooi B.V., APAD B.V., and Milestone Scientific Inc. (17)10.14 Final form of the Memorandum of Agreement, dated June 6, 2017, between Solee Science & Technology U.S.A. Ltd. and Milestone Scientific Inc. (18)

10.15 Final form of the Promissory Note, dated June 6, 2017, in the principal amount of $1,275,000 made by Solee Science & Technology U.S.A. Ltd. toMilestone Scientific Ltd. (18)

10.16 Final form of the Stock Option Agreement, dated June 6, 2017, Solee Science & Technology U.S.A. Ltd. and Milestone Scientific Inc. (18)10.17 New Employment Agreement between Milestone Scientific Inc. and Leonard Osser dated as of July 10, 2017. (19)10.18 Employment Agreement between Milestone Scientific Inc. and Daniel Goldberger dated as of July 10, 2017. (19)10.19 Covenant Agreement between Milestone Scientific Inc. and Daniel Goldberger dated and effective as of July 10, 2017. (19)10.20 Consultant Agreement between Milestone Medical Inc. and U.S. Asian Consulting Group, LLC dated as of July 10, 2017. (20)

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21.1 List of Subsidiaries (12)23.1 Consent of Friedman, LLP*23.2 Consent of Baker Tilly Virchow Krause, LLP*31.1 Rule 13a-14(a) Certification-Chief Executive Officer*31.2 Rule 13a-14(a) Certification-Chief Financial Officer*32.1 Section 1350 Certifications-Chief Executive Officer***32.2 Section 1350 Certifications-Chief Financial Officer***

101.INS XBRL Instance Document*101.SCH XBRL Taxonomy Extension Schema Document*101.CAL XBRL Taxonomy Extension Calculation Linkbase Document*101.LAB XBRL Taxonomy Extension Label Linkbase Document*101.PRE XBRL Taxonomy Extension Presentation Linkbase Document*101.DEF XBRL Taxonomy Extension Definition Linkbase Document*

* Filed herewith.** Indicates management contract or compensatory plan or arrangement.*** Furnished, not filed, in accordance with item 601(32) (ii) of Regulations-S-K.

1) Incorporated by reference to Milestone Scientific’s Registration Statement on Form SB-2 No. 333-92324. 2) Incorporated by reference to Amendment No. 1 to Milestone Scientific’s Registration Statement on Form SB-2 No. 333-92324. 3) Incorporated by reference to Milestone Scientific’s Form 10-KSB for the year ended December 31, 1996. 4) Incorporated by reference to Milestone Scientific’s Form 10-KSB for the year ended December 31, 2004. 5) Incorporated by reference to Milestone Scientific’s Registration Statement on Form S-2 No. 333-110367, Amendment No. 5. 6) Incorporated by reference to Milestone Scientific’s Form 10-K for the year ended December 31, 2009. 7) Filed as Appendix A to Milestone Scientific’s Proxy Statement filed with the SEC on May 2, 2011 and incorporated herein by reference. 8) Incorporated by reference to Milestone Scientific’s 10-K for the year ended December 31, 2014. 9) Incorporated by reference to Milestone Scientific’s Form 8-K filed with the SEC on July 9, 2014. 10) Incorporated by reference to Milestone Scientific’s Form 10-Q filed with the SEC on May 13, 2014. 11) Incorporated by reference to Milestone Scientific’s Form 10-K for the year ended December 31, 2013. 12) Incorporated by reference to Milestone Scientific’s Form 8-K filed with the SEC on April 18, 2014. 13) Incorporated by reference to Milestone Scientific’s Form 10-K for the year ended December 31, 2015. 14) Incorporated by reference to Milestone Scientific’s Form 8-K filed with the SEC on June 30, 2016. 15) Incorporated by reference to Milestone Scientific’s Form 8-K filed with the SEC on December 2, 2016. 16) Incorporated by reference to Milestone Scientific’s Form 8-K filed with the SEC on December 16, 2016. 17) Incorporated by reference to Milestone Scientific’s Form 8-K filed with the SEC on June 2, 2017. 18) Incorporated by reference to Milestone Scientific’s Form 8-K filed with the SEC on June 7, 2017. 19) Incorporated by reference to Milestone Scientific’s Form 8-K filed with the SEC on July 10, 2017. 20) Incorporated by reference to Milestone Scientific’s Form 10-Q filed with the SEC on August 14, 2017.

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Milestone Scientific Inc. By: /s/ Leonard Osser Interim Chief Executive Officer (Principal Executive Officer)

SIGNATURES

In accordance with Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant caused this report to be signed on its behalf by the undersigned, thereunto dulyauthorized. Date: April 2, 2018 In accordance with the Exchange Act, this report has been signed below by the following persons on behalf of theregistrant and in the capacities and on the dates indicated.

Signature Date Title /s/ Leonard Osser April 2, 2018 Interim Chief Executive OfficerLeonard Osser (Principal Executive Officer) /s/ Joseph D'Agostino April 2, 2018 Chief Financial Officer and Chief Operating OfficerJoseph D'Agostino (Principal Financial Officer) /s/ Leslie Bernhard April 2, 2018 Chairman and Director

Leslie Bernhard /s/ Gian Domenico Trombetta April 2, 2018 Director

Gian Domenico Trombetta /s/ Edward J. Zelnick, M.D. April 2, 2018 DirectorEdward J. Zelnick, M.D. /s/ Leonard Schiller April 2, 2018 DirectorLeonard Schiller /s/ Michael McGeehan April 2, 2018 DirectorMichael McGeehan

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REPORT INDEX TO CONSOLIDATED FINANCIAL STATEMENTS

For the Years ended December 31, 2017 and 2016

Reports of Independent Registered Public Accounting Firm F-2

Consolidated Financial Statements:

Consolidated Balance Sheets F-3

Consolidated Statements of Operations F-4

Consolidated Statements of Changes in Stockholders’ Equity F-5

Consolidated Statements of Cash Flows F-6

Notes to Consolidated Financial Statements F-7- F-26

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Board of Directors andStockholders of Milestone Scientific, Inc. Opinion on the Financial Statements We have audited the accompanying consolidated balance sheets of Milestone Scientific, Inc. and subsidiaries (the “Company”) as of December 31, 2017 and 2016, and the relatedconsolidated statements of operations, statement of changes in stockholders’ equity, and cash flows for each of the years in the two-year period ended December 31, 2017, and therelated notes (collectively referred to as the consolidated financial statements). In our opinion, the consolidated financial statements present fairly, in all material respects, thefinancial position of the Company as of December 31, 2017 and 2016, and the results of its operations and its cash flows for each of the years in the two-year period endedDecember 31, 2017, in conformity with accounting principles generally accepted in the United States of America. Basis for Opinion These consolidated financial statements are the responsibility of the Company ’s management. Our responsibility is to express an opinion on the Company’s consolidated financialstatements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to beindependent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commissionand the PCAOB. We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whetherthe financial statements are free of material misstatement, whether due to error or fraud. The Company is not required to have, nor were we engaged to perform, an audit of itsinternal control over financial reporting. As part of our audits, we are required to obtain an understanding of internal control over financial reporting, but not for the purpose ofexpressing an opinion on the effectiveness of the Company’s internal control over financial reporting. Accordingly, we express no such opinion. Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures thatrespond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated financial statements. Our auditsalso included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the consolidated financialstatements. We believe that our audits provide a reasonable basis for our opinion. /s/ Friedman LLP We have served as the Company's auditor since 2016East Hanover, New JerseyApril 2, 2018

F-2

MILESTONE SCIENTIFIC INC. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS

December 31, 2017 December 31, 2016

ASSETS Current Assets:

Cash and cash equivalents $ 2,636,956 $ 3,602,229 Accounts receivable, net 1,535,513 802,384 Accounts receivable from related party 1,725,450 2,714,600 Other receivable - 10,000 Notes receivable from financing transaction, short term 500,000 - Prepaid expenses and other current assets 436,410 291,929 Deferred cost related party 1,109,671 620,041 Inventories net 3,379,209 4,602,719 Advances on contracts 697,192 700,900

Total current assets 12,020,401 13,344,802 Furniture, fixtures & equipment net 141,760 159,026 Patents, net 2,789,748 660,454 Notes receivable from financing transaction long term 650,000 - Other assets 26,878 17,355

Total assets $ 15,628,787 $ 14,181,640

LIABILITIES AND STOCKHOLDERS’ EQUITY Current Liabilities:

Accounts payable $ 977,623 $ 1,341,207 Accounts payable related party 985,678 1,235,052 Accrued expenses and other payables 2,287,908 1,436,262 Deferred profit, related party 751,500 630,990 Deferred revenue, related party 1,725,450 1,001,800

Total current liabilities 6,728,159 5,645,311 Deferred gain from financing transaction 1,400,000 -

Total liabilities 8,128,159 5,645,311 Commitments and Contingencies Stockholders’ Equity

Series A convertible preferred stock, par value $.001, authorized 5,000,000 shares, and7,000 shares issued and outstanding as December 31, 2017 and 2016. 7 7 Common stock, par value $.001; authorized 50,000,000 shares; 33,191,571 sharesissued, 1,401,247 shares to be issued and 33,158,238 shares outstanding as of December31, 2017; 30,457,224 shares issued, 1,270,481 shares to be issued and 30,423,891 sharesoutstanding as of December 31, 2016 34,593 31,720 Additional paid-in capital 86,689,084 82,761,503 Accumulated deficit (78,568,284) (73,381,491)Treasury stock, at cost, 33,333 shares (911,516) (911,516)

Total Milestone Scientific Inc. stockholders' equity 7,243,884 8,500,223 Noncontrolling interest 256,744 36,106

Total equity 7,500,628 8,536,329 Total liabilities and stockholders’ equity $ 15,628,787 $ 14,181,640 See Notes to Consolidated Financial Statements

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MILESTONE SCIENTIFIC INC. CONSOLIDATED STATEMENTS OF OPERATIONS

YEARS ENDED DECEMBER 31, 2017 AND 2016 2017 2016 Revenue Product sales, net $ 11,281,886 $ 10,482,005 Cost of products sold 4,312,507 4,175,533 Gross profit 6,969,379 6,306,472 Selling, general and administrative expenses 11,930,951 11,549,961 Research and development expenses 272,746 1,270,471 Total operating expenses 12,203,697 12,820,432 Loss from operations (5,234,318) (6,513,960)Other expenses (4,930) (5,088)Interest income 9,298 1,285 Loss before provision for income tax and equity in net earnings of equity investments (5,229,950) (6,517,763)(Provision) benefit for income tax (19,093) 19,101 Loss before equity in net earnings of equity investments (5,249,043) (6,498,662)Loss on earnings from China Joint Venture (120,510) (795,827)Net loss (5,369,553) (7,294,489)Net loss attributable to noncontrolling interests (182,760) (1,347,982)Net loss attributable to Milestone Scientific Inc. $ (5,186,793) $ (5,946,507) Net loss per share applicable to common stockholders— Basic $ (0.16) $ (0.22)Diluted $ (0.16) $ (0.22) Weighted average shares outstanding and to be issued— Basic 32,703,897 26,966,988 Diluted 32,703,897 26,966,988 See Notes to Consolidated Financial Statements

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MILESTONE SCIENTIFIC INC. AND SUBSIDIARIESCONSOLIDATED STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY

YEARS ENDED DECEMBER 31, 2017 AND 2016 Preferred Stock Common Stock

Shares Amount Shares Amount

AdditionalPaid-inCapital

AccumulatedDeficit

Noncontrollinginterest

TreasuryStock Total

Balance, December 31, 2016 7,000 $ 7.00 22,685,160 $ 22,685 $ 78,632,383 $ (67,434,984) $ (1,143,083) $ (911,516) $ 9,165,492Consolidation of MilestoneEducation - - - - 16,346 - 16,346Stock based compensation - - - 580,347 - - - 580,347Common stock to be issuedto employee forcompensation 14,181 14 29,986 - - - 30,000Common stock to be issuedto employee for stockprogram 31,053 31 58,969 - - - 59,000Common stock issued toemployee for exercise ofstock options 327,778 328 137,172 - - - 137,500Common stock issued forpayment of consultingservices 270,526 263 504,150 - - - 504,413Common stock to be issuedto employee for bonuses 259,765 260 539,240 - - - 539,500Sale of Common Stock -Private Placement 1,104,200 1,104 2,223,896 - - - 2,225,000Sale of Common Stock -Public Offering 2,000,000 2,000 2,571,220 2,573,220Common Stock exchangedfor MMD 5,035,042 5,035 (2,515,860) - 2,510,825 - -Net loss - - - (5,946,507) (1,347,982) - (7,294,489)Balance, January 1, 2017 7,000 $ 7 31,727,705 $ 31,720 $ 82,761,503 $ (73,381,491) $ 36,106 $ (911,516) $ 8,536,329Stock based compensation - - 651,413 - - - 651,413Common stock to be issuedto employee forcompensation 10,913 11 14,989 - - - 15,000Common stock issued toemployee for exercise ofstock options 83,333 83 62,417 - - - 62,500Common stock issued forpayment of consultingservices 410,729 419 548,092 - - - 548,511Common stock to be issuedto employee for bonuses 158,082 158 259,834 - - - 259,992Common stock issued forasset acquisition 1,646,358 1,646 2,484,354 2,486,000Common Stock exchangedfor MMD shares

311,998 312 (403,710) - 403,398 - -Common stock issued todirectors for bonuses 120,000 120 159,480 - - - 159,600Sale of Common Stock 123,700 124 150,712 - - - 150,836Net loss - - - (5,186,7934) (182,760) - (5,369,553)Balance, December 31, 2017 7,000 $ 7 34,592,818 $ 34,593 $ 86,689,084 $ (78,568,284) $ 256,744 $ (911,516) $ 7,500,628See Notes to ConsolidatedFinancial Statements

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MILESTONE SCIENTIFIC INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS

YEARS ENDED DECEMBER 31, 2017 AND 2016 2017 2016 Cash flows from operating activities: Net loss $ (5,369,553) $ (7,294,489)Adjustments to reconcile net loss to net cash used in operating activities:

Depreciation expense 62,474 92,667 Amortization of patents 510,676 70,699 Stock compensation 651,413 1,850,760 Loss China joint venture 120,510 795,827 Increase inventories allowance 219,834 -

Changes in operating assets and liabilities: (Increase) Decrease in accounts receivable (733,129) 635,017 Decrease (Increase) in accounts receivable related party 989,150 (1,727,210)Decrease in other receivable 10,000 48,515 Decrease (Increase) in inventories 1,003,676 (509,462)Decrease to advances on contracts 3,708 514,228 (Increase) Decrease in prepaid expenses and other current assets (144,481) 12,675 (Increase) Decrease in other assets (9,523) - (Decrease) Increase in accounts payable (363,584) 486,348 Decrease in accounts payable related party (249,374) Decrease in deferred profit, related party (489,630) (620,041)Increase (Decrease)in accrued expenses and other payables 1,834,749 (755,915)Increase in deferred revenue 723,650 1,001,800

Net cash used in operating activities (1,229,434) (5,398,581)Cash flows from investing activities:

Purchase of intangible assets (39,520) (15,615)Purchase of property and equipment (6,008) (15,344)Purchase of intangibles assets-APAD (153,647) -

Consolidation of variable interest entity - 39,165 Net cash (used in) provided by investing activities (199,175) 8,206 Cash flows from financing activities:

Net proceeds on Private Placement Offering - 2,225,000 Net proceeds on Public offering 150,836 2,573,220 Proceed from financing transaction 250,000 - Proceeds from exercise of stock options 62,500 -

Net cash provided by financing activities 463,336 4,798,220 Net decrease in cash and cash equivalents (965,273) (592,155)Cash and cash equivalents at beginning of period 3,602,229 4,194,384 Cash and cash equivalents at end of period $ 2,636,956 $ 3,602,229 Supplemental disclosure of cash flow information: Net assets acquired from variable entity $ - $ 16,346 Shares issued to acquire APAD technology $ 2,486,000 $ - Sale of Milestone China shares, financing transaction $ 1,150,000 $ - Shares issued to employees for bonus $ 194,885 $ 389,318 Shares issued to consultants in lieu of cash payments $ 350,249 $ 366,299 See Notes to Consolidated Financial Statements

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MILESTONE SCIENTIFIC INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

NOTE A — ORGANIZATION AND BUSINESS

All references in this report to “Milestone Scientific,” “us,” “our,” “we,” the “Company” or “Milestone” refer to Milestone Scientific Inc., and its consolidated subsidiaries,Wand Dental, Inc., Milestone Advanced Cosmetic Systems, Inc., Milestone Medical, Inc. and Milestone Education LLC (all described below), unless the context otherwiseindicates. Milestone Scientific is the owner of the following registered U.S. trademarks: CompuDent®; CompuMed®; CompuFlo®; DPS Dynamic Pressure Sensingtechnology®; Milestone Scientific ®; the Milestone logo ®; SafetyWand®; STA Single Tooth Anesthesia System®; and The Wand ®.

Milestone Scientific was incorporated in the State of Delaware in August 1989. Milestone Scientific has developed a proprietary, computer-controlled anesthetic delivery

device, using The Wand®, a single use disposable handpiece. The device is marketed in dentistry under the trademark CompuDent®, and STA Single Tooth Anesthesia System®and in medicine under the trademark CompuMed®. CompuDent® is suitable for all dental procedures that require local anesthetic. CompuMed® is suitable for many medicalprocedures regularly performed in Plastic Surgery, Hair Restoration Surgery, Podiatry, Colorectal Surgery, Dermatology, Orthopedics and many other disciplines. The dentaldevices are sold in the United States, Canada and in 53 other countries. To date there have been no medical devices sold in the United States and limited amounts soldinternationally, although certain medical devices have obtained CE mark approval and can be marketed and sold in most European countries. In June 2017, Milestone Scientificreceived 510(k) marketing clearance from the U.S. Food and Drug Administration (FDA) on the CompuFlo® Epidural Computer Controlled Anesthesia System (“Epidural”).

During 2016, Milestone Scientific filed for 510(k) marketing clearance with the FDA for both intra-articular and epidural injections with the CompuFlo® Computer

Controlled Anesthesia System. In June 2017, the FDA approved the CompuFlo® Epidural Computer Controlled Anesthesia System for epidural injections. Milestone Scientificis in the process of introductory meetings with medical device distributors within the United States and foreign markets. Milestone Scientific’s immediate focus is on marketingits epidural device throughout the United States and Europe.

In December 2016, we received notification from the FDA that based upon the 510(k)-application submitted for intra- articular injections, we did not adequately document

that the device met the equivalency standard required for 510(k) clearances. Following consultation with the FDA Office of Device Evaluation, we intend to file a new 510(k)application for the device in 2018.

On July 13, 2017, Milestone Scientific consummated an asset acquisition under an Asset Purchase Agreement (the “Agreement”) with APAD Octrooi B.V. and APAD

B.V. (each, a “Seller” and collectively, the “Sellers”) pursuant to which Milestone Scientific acquired certain patent rights and other intellectual property rights related to theSellers’ computer-controlled injection device (the “Purchased Assets”.)

NOTE B- LIQUIDITY AND UNCERTAINTIES

In accordance with ASC 205-40, Going Concern, the Company has evaluated whether there are conditions or events, considered in the aggregate, that raise substantialdoubt about the Company's ability to continue as a going concern within one year after the date that the consolidated financial statements are issued. Milestone Scientific hasincurred operating losses and negative cash flows from operating activities in virtually each year since its inception. The capital raised in December 2016 and January 2017provided Milestone Scientific with working capital to continue to develop its medical devices and obtain regulatory approval for one of its medical devices (the June 2017 FDAapproval of the epidural device), as well as to market its dental devices. Milestone Scientific is actively pursuing the generation of positive cash flows from operating activitiesthrough an increase in revenue from its dental business worldwide, the generation of revenue from its medical devices and disposables business in the United States (followingJune 2017 FDA approval of its CompuFlo® Epidural Computer Controlled Anesthesia System ("Epidural") and worldwide, and a reduction in operating expenses.

Management believes that Milestone Scientific will have sufficient cash reserves to meet its anticipated obligations over the next twelve months from the filing of this form

10K. However, Milestone Scientific will likely need to raise additional capital prior to the expected generation of sustainable positive cash flow from operating activities and mayalso need to raise additional capital to effectively launch its approved Epidural Device and eventually generate positive cash flow from the anticipated medical business.

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The Company is subject to several risks similar to those of development stage companies, including dependence on key individuals and products, the difficulties inherent

in the development of a commercial market, the potential need to obtain additional capital necessary to fund the development of its products, competition from larger companies,and other medical device companies that develop similar or substitute products. The Company's sales performance, selling and marketing expenditures to develop salesperformance, as well as the status of each of its new product development programs and the resulting operating income (loss), will significantly impact its cash requirements. NOTE C — SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

1. Principles of Consolidation

The accompanying consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States ("GAAP") andinclude the accounts of Milestone Scientific and its wholly owned and majority owned subsidiaries, including, Wand Dental (wholly owned), Milestone Advanced Cosmetic(majority owned) and Milestone Medical (majority owned). Milestone Education is a variable interest entity of which Milestone Scientific is the primary beneficiary and isconsolidated into Milestone Scientific's financial statements. All significant, intra-entity transactions and balances have been eliminated in the consolidation. 2. Reclassifications

Certain reclassifications have been made to the 2016 financial statements to conform to the consolidated 2017 financial statement presentation. These reclassifications hadno effect on net loss or cash flows as previously reported. 3. Variable Interest Entities

A variable interest entity ("VIE") is an entity that either (i) has insufficient equity to permit the entity to finance its activities without additional subordinated financialsupport or (ii) has equity investors who lack the characteristics of a controlling financial interest. A VIE is consolidated by its primary beneficiary. The primary beneficiary hasboth the power to direct the activities that most significantly impact the entity's economic performance and the obligation to absorb losses or the right to receive benefits from theentity that could potentially be significant to the VIE.

If Milestone Scientific determines that it has operating power and the obligation to absorb losses or receive benefits, Milestone Scientific consolidates the VIE as the

primary beneficiary. Milestone Scientific’s involvement constitutes power that is most significant to the entity when it has unconstrained decision-making ability over keyoperational functions within the entity.

Milestone Scientific is the primary beneficiary of Milestone Education as of January 2016. Accordingly, the assets and liabilities of Milestone Education are included in the

accompanying consolidated financial statements. Because Milestone Scientific had an increasing variable interest in Milestone China, it further considered the guidance in Accounting Standard Codification ("ASC") 810 as

it relates to determining whether Milestone China is a VIE and, if so, identifying the primary beneficiary. As Milestone China’s equity at risk and voting rights were notproportional to their economic interest, Milestone China was determined to be a VIE. Milestone Scientific would be considered the primary beneficiary of the VIE if it has bothof the following characteristics:

● Power Criterion: The power to direct the activities that most significantly impact the entity’s economic performance; and

● Losses/Benefits Criterion: The obligation to absorb losses that could potentially be significant or the right to receive benefits that couldpotentially be significant to the VIE.

Milestone management does not have the ability to control the activities that most significantly impact Milestone China's economics and, therefore, the power criterion has

not been met. Management placed the most weight on the relationship and significance of activities of Milestone China to the majority shareholder/CEO of Milestone China. Asmajority shareholder, majority holder of voting rights, and the active CEO, the 53% investor has the power to direct the activities that most significantly impact the economicperformance of Milestone China. Management has concluded that Milestone Scientific is not the primary beneficiary under ASC 810. Accordingly, Milestone China has not beenconsolidated into the financial statements of Milestone Scientific and continues to be accounted for under the equity method.

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4. Cash and Cash Equivalents

Milestone Scientific considers all highly liquid investments purchased with an original maturity of three months or less to be cash equivalents. 5. Accounts Receivable

Milestone Scientific sells a significant amount of its product on credit terms to its major distributors. Milestone Scientific estimates losses from the inability of its customersto make payments on amounts billed. Most of credit sales are due within ninety days from invoicing. There have not been any significant credit losses incurred to date. As ofDecember 31, 2017, and 2016 Accounts receivable was recorded, net of allowance for doubtful accounts of $10,000 respectively. 6. Note Receivable

Milestone Scientific values note receivable at historic cost less amount paid against principle. Milestone Scientific estimates losses on the note-based payments and creditquality of the debtor. 7. Product Return and Warranty

Milestone Scientific generally does not accept non-defective returns from its customers. Product returns under warranty are accepted, evaluated and repaired or replaced inaccordance with the Warranty Policy. Returns not within the Warranty Policy are evaluated and the customer is charged for the repair. 8. Inventories

Inventories principally consist of finished goods and component parts stated at the lower of cost (first-in, first-out method) or market. Inventory quantities on hand arereviewed on a quarterly basis and a provision for excess, slow moving, and obsolete inventory is recorded if required based on past and expected future sales, potentialtechnological obsolescence and product expiration requirements. As of December 31, 2017, and 2016 inventory was recorded net of allowance for slow moving inventoryof approximately $220,000 as of December 31, 2017 and $0 as of December 31, 2016 9. Equity Method Investments

Investments in which Milestone Scientific can exercise significant influence, but do not control, are accounted for under the equity method of accounting and are includedin the long-term assets on the Consolidated Balance Sheets. Under this method of accounting, Milestone Scientific's share of the net earnings or losses of the investee ispresented below the income tax line on the Consolidated Statements of Operations. Milestone Scientific evaluates its equity method investments whenever events or changes incircumstance indicate that the carrying amounts of such investments may be impaired. If a decline in the value of an equity method investment is determined to be other thantemporary, a loss is recorded in earnings in the current period. 10. Furniture, Fixture and Equipment

Equipment is recorded at cost, less accumulated depreciation. Depreciation expense is computed using the straight-line method over the estimated useful lives of the

assets, which range from two to seven years. The costs of maintenance and repairs are charged to operations as incurred. As of December 31, 2017, and 2016 furniture, fixtures& equipment was recorded net of accumulated depreciation of $721,619 and $659,144 respectively.

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11. Intangible Assets – Patents and Developed Technology

Patents are recorded at cost to prepare and file the applicable documents with the US Patent Office, or internationally with the applicable governmental office in therespective country. The costs related to these patents are being amortized using the straight-line method over the estimated useful life of the patent. Patents and other developedtechnology acquired from another business entity will be amortized at the estimated average useful life of the patent. These patents and developed technology are recorded atthe acquisition cost. Patent defense costs, to the extent applicable, are expensed as incurred. Patent applications filed, and patents obtained in foreign countries are subject to the laws andprocedures that differ from those in the United States. Patent protection in foreign countries may be different from patent protection under United States laws and may not befavorable to Milestone Scientific. Milestone Scientific also attempts to protect the proprietary information using confidentiality agreements and by limiting access to itsfacilities. There can be no assurance that the program of patents, confidentiality agreements and restricted access to the facilities will be sufficient to protect the proprietarytechnology.

12. Impairment of Long-Lived Assets As of December 31, 2017, Milestone Scientific has reviewed long-lived assets for any impairments. The carrying value of the assets is evaluated in relation to theoperating performance and future undiscounted cash flows of the underlying assets. Milestone Scientific adjusts the net book value of an underlying asset if its fair value isdetermined to be less than its net book value. There have been no impairment indicators or triggering events and therefore, there are no impairments as of December 31, 2017and 2016 respectively. 13. Revenue Recognition

Revenue from product sales is recognized, net of discounts and allowances to domestic distributors, on the date of shipment for substantially all shipments, since theshipment terms are FOB warehouse. Milestone Scientific recognizes revenue on date of arrival of the goods at the customer's location, where shipments are FOB destination. Inall cases the price to the buyer is fixed and the collectability is reasonably assured. Further, Milestone Scientific has no obligation on these sales for any post installation, set-upor maintenance, these being the responsibility of the buyer. Milestone Scientific's only obligation after sale is the normal commercial warranty against manufacturing defects ifthe alleged defective unit is returned within the warranty period. Devices and hand pieces are not bundled but rather sold separately and, as such, there are no multiple elementdeterminations in connection with the revenue recognition.

Milestone Scientific defers the total revenue and costs of goods sold when devices and handpieces are shipped to Milestone China and Milestone China’s agent due to

market conditions and Milestone China liquidity concerns. Also, due to timing differences of when the inventory sold to Milestone China is recognized and when MilestoneChina sells the acquired inventory to third parties, an elimination of the intra-entity profit is required as of the balance sheet date. In accordance with ASC 323 Equity Methodand Joint Ventures, Milestone Scientific has deferred 40% of the gross profit associated with recognized revenue from Milestone China that has not been sold to third parties. 14. Shipping and Handling Costs Milestone Scientific includes shipping and handling costs, if any, in cost of goods sold. These costs are paid by or billed to customers at the time of shipments. Domestic andinternational shipments are FOB warehouse; therefore, no costs are incurred by Milestone Scientific. 15. Research and Development

Research and development costs, which consist principally of new product development costs payable to third parties, are expensed as incurred. Advance payments for theresearch are amortized to expense either as services are performed or over the relevant service period using the straight-line method.

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16. Income Taxes Milestone Scientific accounts for income taxes pursuant to the asset and liability method which requires deferred income tax assets and liabilities to be computed fortemporary differences between the financial statement and tax basis of assets and liabilities that will result in taxable or deductible amounts in the future based on enacted taxlaws and rates applicable to the periods in which the differences are expected to affect taxable income. Valuation allowances are established when necessary to reduce deferredtax assets to the amount expected to be realized. 17. Basic and diluted net loss per common share Milestone Scientific presents “basic” earnings (loss) per common share applicable to common stockholders and, if applicable, “diluted” earnings (loss) per common shareapplicable to common stockholders pursuant to the provisions of Statement of Financial Accounting Standards ASC Topic 260. Basic earnings (loss) per common share iscalculated by dividing net income or loss applicable to common stockholders by the weighted average number of common shares outstanding and to be issued during eachperiod. The calculation of diluted earnings per common share is like that of basic earnings per common share, except that the denominator is increased to include the number ofadditional common shares that would have been outstanding if all potentially dilutive common shares, such as those issuable upon the exercise of stock options, warrants, and theconversion of debt were issued during the period. Since Milestone Scientific had net losses for 2017 and 2016, the assumed effects of the exercise of potentially dilutive outstanding stock options and warrants were notincluded in the calculation as their effect would have been anti-dilutive. Such outstanding options and warrants totaled 3,710,335 and 3,329,769 at December 31, 2017 and 2016,respectively. 18. Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions in determining the reported amounts of assetsand liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and reported amounts of revenues and expenses during the reporting period.The most significant estimates relate to the allowance for doubtful accounts, inventory valuation, and cash flow assumptions regarding evaluations for impairment of long-livedassets and going concern considerations, and valuation allowances on deferred tax assets. Actual results could differ from those estimates. 19. Fair Value of Financial Instruments Fair Value Measurements: Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants inthe principal market at the measurement date (exit price). We are required to classify fair value measurements in one of the following categories:

● Level 1 inputs which are defined as quoted prices (unadjusted) in active markets for identical assets or liabilities that the reporting entity can access at the measurement

date.● Level 2 inputs which are defined as inputs other than quoted prices included within Level 1 that are observable for the assets or liabilities, either directly or indirectly.● Level 3 inputs are defined as unobservable inputs for the assets or liabilities.

Financial assets and liabilities are classified based on the lowest level of input that is significant to the fair value measurement. Our assessment of the significance of an input tothe fair value measurement requires judgment and may affect the valuation of the fair value of assets and liabilities and their placement within the fair value hierarchy levels. 20. Stock-Based Compensation Milestone Scientific accounts for stock-based compensation under ASC Topic 718, Share-Based Payment. ASC Topic 718 requires all share-based payments to employees,including grants of employee stock options, to be recognized in the Statements of Operations over the service period, as an operating expense, based on the grant-date fair values.

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The fair value of the non-employee options was estimated on the date of grant using the Black Scholes option-pricing model at the date of grant. In accordance with the

provisions of FASB ASC 505, Milestone Scientific will re-measure the value of the grant at each presentation date unless there is a significant disincentive for non-performanceor until performance has been rendered. For the twelve months end December 31, 2017, Milestone Scientific recognized $9,384 income related to non-employee options. For thetwelve months end December 31, 2016, Milestone Scientific recognized $25,346 expense related to non-employee options. 21. Recent Accounting Pronouncements

In May 2014, the Financial Accounting Standards Board ("FASB") issued guidance for revenue recognition for contracts, superseding the previous revenue recognitionrequirements, along with most existing industry-specific guidance. The guidance requires an entity to review contracts in five steps: 1) identify the contract, 2) identifyperformance obligations, 3) determine the transaction price, 4) allocate the transaction price, and 5) recognize revenue. The new standard will result in enhanced disclosuresregarding the nature, amount, timing and uncertainty of revenue arising from contracts with customers.

In August 2015, the FASB issued guidance approving a one-year deferral, making the standard effective for reporting periods beginning after December 15, 2017. The

FASB continues to release guidance clarifying certain aspects of the revenue guidance. We do not believe that this new accounting pronouncement will have a material impacton our financial statements.

In February 2016, the FASB issued a new standard Accounting Standards Update ("ASU ") No.2016-02, "Leases"(Topic 842). The new standard is intended to increase

transparency and comparability among organizations to recognize lease assets and liabilities on the balance sheet and disclose key information about leasing arrangements. Itwill be effective for fiscal years beginning after December 15, 2018. Milestone Scientific is in the process of determining what impact, the adoption of this ASU will have on itsfinancial position, results of operations and cash flows.

In June 2016, the FASB issued a new standard ASU No.2016-13, “Financial Instruments – Credit Losses” (Topic 326).: The new standard is intended to replace the

incurred loss impairment methodology in current GAAP with a methodology that reflects expected credit losses and requires consideration of a broader range of reasonable andsupportable information to inform credit loss estimates. It will be effective for all entities for fiscal years and interim periods, beginning after December 15, 2018. MilestoneScientific is in the process of determining what impact, if any, the adoption of this ASU will have on its financial position, results of operations and cash flows.

In August 2016, the FASB issued a new standard ASU No.2016-15, "Statement Cash Flows “Classification of Certain Cash Receipts and Cash Disbursements" Topic

230). The new standard provides guidance as to the conformity of presentation of certain cash receipts and disbursements. It will be effective for all entities for fiscal years andinterim periods, beginning after December 15, 2017. Milestone Scientific does not anticipate the adoption of this ASU will have a significant impact on its presentation withinthe statement of cash flows.

In November 2016, the FASB issued a new standard ASU No.2016-18, “Statement of Cash Flows – Restricted Cash” (Topic 230). The new standard provides guidance as

to address the diversity of treatment of restricted cash on the statement of cash flows. It will be effective for all entities for fiscal years and interim periods, beginning afterDecember 15, 2017 and interim periods therein. Milestone Scientific does not expect the adoption of this ASU to have a material effect on its presentation within the statement ofcash flows.

In May 2017, the FASB issued a new standard ASU No.2017-09, “Compensation – Stock Compensation” (Topic 718). The new standard provides guidance and clarity for

modification to equity-based compensation programs. It will be effective for all entities for fiscal years and interim periods, beginning after December 15, 2017. MilestoneScientific is in the process of determining what impact, if any, the adoption of this ASU will have on its presentation within the statement of cash flows.

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In July 2017, the FASB issued a new standard ASU No.2017-11, “Earnings Per Share” (Topic 260), “Distinguishing Liabilities from Equity” (Topic 480), “Derivatives and

Hedging” (Topic 815). The new standard provides guidance relating to equity-linked instruments that include certain features. It will be effective for public entities for fiscalyears and interim periods, beginning after December 15, 2018. Milestone Scientific is in the process of determining what impact, if any, the adoption of this ASU will have on itspresentation within the statement of cash flows.

In November 2017, the FASB issued a new standard ASU No.2017-14, “Income Statement – Reporting Comprehensive Income” (Topic 815), “Revenue Recognition”

(Topic 605) and “Revenue from Contracts with Customers” (Topic 606). The new standard provides guidance in these areas pursuant to certain SEC Staff Accounting Bulletinand Release, as they relate to the presentation of revenue recognition matters on the statement of comprehensive income. It will be effective for public entities concurrent withthe effectuation of other revenue recognition standards. Milestone Scientific does not anticipate the adoption of this ASU to have a significant impact on its presentation withinthe statement of comprehensive income. NOTE D — NOTES RECEIVABLE

In June 2017, Milestone Scientific entered into an agreement for the sale of its interest in Milestone China a forty (40%) percent interest (the “Milestone China Shares”) toan unaffiliated United States domiciled purchaser and a 10-year option agreement to repurchase the Milestone China Shares. The purchase price for the Milestone China Shareswas $1,400,000 of which $125,000 was paid in cash and $1,275,000 was paid by delivery of a non-interest bearing secured promissory note. The note is payable in quarterlyinstallments of $125,000 and is secured by the Milestone China Shares until full repayment. In addition, the purchaser is precluded from selling all or substantially all its assetsprior to repayment of the note. The 10-year option agreement provides Milestone Scientific an option to repurchase the Milestone China Shares at $1,400,000 within the first twoyears and at fair market value (as defined in such agreement) for the remainder of the 10-year term.

As of March 2, 2018, the promissory note was in default. If Milestone Scientific exercises its rights as a secured party it may be obligated to return to the purchaser up to

the $250,000 received for the Milestone China Shares as surplus. At this time Milestone Scientific has not received a response from the purchaser of the Milestone China Shares,Milestone Scientific has not recorded any financial benefit from the sale of Milestone China Shares to date.

The transaction has been accounted for as a secured financing and Milestone Scientific will continue to account for its relationship with Milestone China under the equity

method of accounting. A note receivable is presented on the Company’s balance sheet, along with a deferral from financing transaction ($1,400,000). The carrying value of theforty (40%) percent investment at the transaction date was zero. NOTE E — INVENTORIES

December 31 2017 2016Inventories consist of the following:

Dental finished goods $ 2,846,272 $ 3,832,275Medical finished goods, net 475,285 735,061Component parts and other materials 57,652 35,383

Total $ 3,379,209 $ 4,602,719

At December 31, 2017, a reserve for slow moving Medical finished goods was established in the amount of approximately $220,000. The reserve was provided due to thedelay in commercialization of the intra-articular medical instrument. There were no reserves against inventory as of December 31, 2016.

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NOTE F — ADVANCES ON CONTRACTS

The advances on contracts represent funding of future STA inventory purchases and Epidural replacements parts. The balance of the advances as of December 31, 2017and 2016 is $697,192 and $700,900, respectively. The advance is classified as current based on the estimated annual usage of the underlying inventory.

NOTE G – CONSOLIDATION OF VARIABLE INTEREST ENTITY Milestone Education is a 50% owned subsidiary of Milestone Scientific which began operations in 2013 to provide training and education to dentists throughout theworld. Approximately 81% of the revenue earned by Milestone Education is from services performed for Milestone Scientific as of December 31, 2017 and 2016. Because ofthis dependency and relationship, we determined that we had the power to direct the activities that most significantly impact Milestone Education's economic performance, andtherefore Milestone Education is consolidated in our financial statements.

NOTE H – INVESTMENT IN UNCONSOLIDATED SUBSIDIARIES Advance Ocular Science SA

Advanced Ocular Sciences SA ("Advanced Ocular") is a shell company attempting to develop an instrument to deliver injections into the eyes. As of December 31, 2017,Milestone Scientific owns 25% of this entity. During 2015, Milestone Scientific advanced $78,798 for marketing and strategy planning to Advance Ocular, or its organizers, wereobligated to repay this advance if a public offering of Advanced Ocular equity was approved and funded in Poland during 2016. However, a public offering has yet to becompleted in Poland. As a result, Milestone Scientific wrote-off the $78,798 advanced to Advanced Ocular as of December 31, 2016. Advance Ocular was not included in theconsolidated financial statements at December 31, 2017 as no further investment has been made and there is no significant activity that would be considered material to thefinancial statements.

Milestone China Ltd.

In June 2014, Milestone Scientific invested $1 million in Milestone China Ltd. (“Milestone China”) by contributing 772 STA Instruments to Milestone China for a 40%

ownership interest. Milestone Scientific recorded this investment under the equity method of accounting. Milestone Scientific recorded a loss on its investment in MilestoneChina of $120,510 and $795,827, as of December 31, 2017 and 2016, respectively, inclusive of intra entity deferral of profit. Milestone Scientific's investment in MilestoneChina was $0 as of December 31, 2017 and 2016, respectively. Milestone Scientific incurred cumulative losses on its investment in Milestone China of $3,147,470 and$1,124,350 as of December 31, 2017 and 2016, respectively, which have been suspended.

In June 2017, Milestone Scientific entered into an agreement for the sale of the Milestone China Shares to an unaffiliated United States domiciled purchaser and a 10-year

option agreement to repurchase the Milestone China Shares. The purchase price for the Milestone China Shares was $1,400,000 of which $125,000 was paid in cash and$1,275,000 was paid by delivery of a non-interest bearing secured promissory note. The note is payable in quarterly installments of $125,000 until paid in full and is secured bythe Milestone China Shares until full repayment. In addition, pursuant to such note, the purchaser is precluded from selling all or substantially all its assets prior to repayment ofthe note. The 10-year option agreement provides Milestone Scientific an option to repurchase the 40% equity interest at $1,400,000 within the first two years and at fair value (asdefined in such agreement) for the remainder of the 10-year term. The transaction has been accounted for as a secured financing and Milestone Scientific will continue to accountfor its relationship with Milestone China under the equity method of accounting. A note receivable is presented on the Balance Sheet, along with a deferral from financingtransaction ($1,400,000). The carrying value of the forty (40%) percent investment at the transaction date was zero.

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As of March 2, 2018, the promissory note was in default. If Milestone Scientific exercises its rights as a secured party it may be obligated to return to the purchaser up to

the $250,000 received for the Milestone China Shares as surplus. At this time Milestone Scientific has not received a response from the purchaser of the Milestone China Shares,Milestone Scientific has not recorded any financial benefit from the sale of Milestone China Shares to date.

Milestone Scientific had $2,071,000 of related party sales of handpieces and instruments to Milestone China and Milestone China’s agent for twelve months ended

December 31, 2017. Milestone Scientific had $3,425,000 of related party sales of handpieces and instruments to Milestone China for twelve months ended December 31, 2016.Milestone Scientific defers the total revenue and costs of goods sold when instruments and handpieces are shipped to Milestone China and Milestone China’s agent due to marketconditions and Milestone China liquidity concerns until a payment is received.

Due to timing differences of when the inventory sold to Milestone China is recognized and when Milestone China sells the acquired inventory to third parties, an

elimination of the intra-entity profit is required as of the balance sheet date. In accordance with ASC 323 Equity Method and Joint Ventures, Milestone Scientific has deferred40% of the gross profit associated with recognized revenue from Milestone China that has not been sold to third parties. At December 31, 2017 and 2016, the deferred profit was$751,500 and $630,990, respectively, which is included in deferred profit, related party in the consolidated balance sheets. For twelve months ended December 31, 2017 and2016, the loss on equity investment was $120,510 and $795,827, respectively, which is included in the consolidated statements of operation.

The following table includes summarized financial information (unaudited) of Milestone China:

December 31, 2017 December 31, 2016 Assets: Current assets $ 13,127,422 $ 9,362,198 Non-current assets 3,213,520 2,467,547 Total assets: 16,340,942 11,829,745 Liabilities: Current liabilities 18,468,937 9,900,611 Stockholders' equity (2,127,995) 1,929,134 Total liabilities and stockholders’ equity $ 16,340,942 $ 11,829,745 December 31, 2017 December 31, 2016 Net sales $ 1,394,760 $ 1,126,484 Cost of goods sold 477,200 976,106 Gross Profit 917,560 150,378 Other Expenses (5,975,360) (2,834,980)Net Losses $ (5,057,800) $ (2,684,602)

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NOTE I— FURNITURE, FIXTURES AND EQUIPMENT

December 31 2017 2016 Furniture, Fixtures and Equipment consist of thefollowing: Leasehold improvements $ 24,734 $ 24,734 Office furniture and equipment 134,947 135,802 Molds 7,200 7,200 Trade show displays 143,357 143,357 Computers and software 231,704 224,840 Tooling Safety Wand 125,022 125,022 Website 39,200 - Tooling equipment-STA & Wand 11,100 11,100 EPI and IA Instruments 82,363 82,363 STA Trials Instruments 63,752 63,752 Total 863,379 818,170 Less accumulated depreciation (721,619) (659,144)Total $ 141,760 $ 159,026

Depreciation expense was $62,475 and $92,667 for the years ended December 31, 2017 and 2016, respectively.

NOTE J — PATENTS

2017 2016

Cost AccumulatedAmortization Net Cost

AccumulatedAmortization Net

Patents-foundation intellectual property 1,377,863 (787,821) 590,042 1,377,543 (717,086) 660,457Epidural-Apad acquired patents 2,639,647 (439,941) 2,199,706 - - -Total 4,017,510 (1,227,762) 2,789,748 1,377,543 (717,086) 660,457

Patents are amortized utilizing the straight-line method over estimated useful lives ranging from 3 to 20 years, with a weighted average amortization period of 5 years.Amortization expense was $510,676 and $70,699 for the year ended December 31, 2017 and 2016, respectively. The annual amortization expense expected to be recorded forexisting intangibles assets for the years 2018 through 2022 is approximately $945,000, $932,000, $486,000, $39,000 and $38,000.

On July 13, 2017, Milestone Scientific consummated a previously disclosed Asset Purchase Agreement (the “Agreement”) with APAD Octrooi B.V. and APAD B.V.(each, a “Seller” and collectively, the “Sellers”) pursuant to which Milestone Scientific acquired certain patent rights and other intellectual property rights related to the Sellers’computer-controlled injection instrument (the “Purchased Assets”) and has been accounted for as an asset acquisition. On the closing date, Milestone Scientific issued to theSellers an aggregate of 1,646,358 shares of its common stock, valued at approximately $2,486,000 for the Purchased Assets which shares are subject to certain post-closingupward or downward adjustments not to exceed twenty-five percent of the initial shares as of the purchase date or 250,000 Euros, as defined in the agreement. As of December31, 2017, Milestone Scientific has recorded a $295,000 liability relating to the estimated additional shares that would have to be issued according this provision in the Agreement.Milestone Scientific paid approximately $153,000 in legal fees on behalf of the Seller as stipulated based on the terms of the Agreement. The patents purchased in the amount ofapproximately $2,639,000 have been capitalized and will amortized over their three-year estimated useful life and tested for impairment as a finite lived intangible asset.

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NOTE K — STOCKHOLDERS’ EQUITY

ISSUANCES COMMON STOCK

In June 2016, Milestone Scientific raised an additional $2.0 million of gross proceeds in a private placement of one million shares of common stock, at a price of $2.00 pershare, to the same investors that participated in the May 2014 Financing.

In July 2016, Milestone Scientific raised gross proceeds of $250,000 in a registered direct offering of 104,200 shares of common stock at $2.40 per share. The transaction

was covered by the prospectus supplement, filed with the United States Securities and Exchange Commission ("SEC) on July 22, 2016, to our shelf registration statement onForm S-3 (SEC File No.: 333-209466).

In December 2016, Milestone Scientific completed an underwritten public offering of 2,000,000 shares of common stock and warrants to purchase up to 1,592,775 shares

of common stock, including 92,775 additional warrants pursuant to a partial exercise of the over-allotment option granted to the underwriters. Each share of common stock wassold in combination with a warrant to purchase 0.75 shares of common stock. The public offering price for each share and related .75 share warrant was $1.50 for gross proceedsof $3,000,000. The warrants have a three-year term and an exercise price of $2.55 per share. In January 2017, the underwriter exercised a portion of its over-allotment option topurchase an additional 123,700 shares of common stock at the public offering price of $1.499 per share for gross proceeds of approximately $186,000. The gross proceeds fromthis offering, including proceeds from partial exercises of the over-allotment option, were approximately $3,200,000, before deducting underwriting discounts and commissionsand other offering expenses of $461,493.

In January 2017, the underwriter exercised a portion of its over-allotment option and purchased an additional 123,700 shares of common stock at the public offering price

of $1.499 per share. The gross proceeds were approximately $186,000 before deducting underwriting discounts and commissions and other offering expenses. PREFERRED STOCK In May of 2014, Milestone completed a private placement, which raised gross proceeds in the total of $10 million, from the sale of $3 million of Milestone Scientificcommon stock (two million shares at $1.50 per share) and $7 million of our Series A Convertible Preferred Stock ("preferred stock") (7,000 shares at $1,000 per share),convertible into common stock at $2.37 per share (as adjusted to date) on May 14, 2019, or $1.50 per share unless certain conditions are not met both subject to anti-dilutionadjustment. The conversion ratio adjustment becomes effective if anyone of a number of triggering events occur such as; issuance of stock dividends or distributions,subdivisions, splits, issuance of stock purchase rights, debt and distributions, cash dividends or distributions, self-tender offers and exchange offers, rights plans and issuancesbelow the conversion price, as defined in the Investment Agreement. Generally, each share of preferred stock entitles the holder to vote together with the holders of MilestoneScientific common stock, as a single class, on all matters submitted for the approval of the holders of Milestone Scientific common stock and has the number of votes equal tothe number of shares of our common stock into which they are then convertible. In addition, preferred stock is also entitled to share, pair pass, in any cash dividends declaredon Milestone Scientific common stock on as converted basis.

SHARES TO BE ISSUED

As of December 31, 2017, and 2016, there were 1,401,247 and 1,270,481 shares, respectively, whose issuance has been deferred under the terms of an employmentagreements with the Chief Executive Officer, Chief Financial Officer and other employees of Milestone Scientific. Such shares will be issued to each party upon termination oftheir employment. The number of shares was fixed at the date of grant and were fully vested upon grant date. SHARES RESERVED FOR FUTURE ISSUANCE At December 31, 2017 and 2016 there were 5,111,582 and 4,600,250 shares reserved for future issuance and 3,710,335 and 3,329,769 shares underlying other stockoptions and warrants outstanding, respectively. At December 31, 2017 and 2016 there were 1,401,247 shares and 1,270,481 shares, respectively, reserved for issuance insettlement of deferred compensation to officers of Milestone Scientific.

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NOTE L — STOCK OPTION PLANS

The 2004 Stock Option Plan provided for the grant of options to purchase up to 750,000 shares of Milestone Scientific's common stock. Options may be granted toemployees, officers, directors and consultants of Milestone Scientific for the purchase of common stock at a price not less than the fair market value of the common stock on thedate of the grant. In general, options become exercisable over a three-year period from the grant date and expire five years after the date of grant. There were no shares availablefor grant at December 31, 2017 under this plan.

In June 2011, the stockholders of Milestone Scientific approved the 2011 Stock Option Plan (the "2011 Plan") which originally provided for stock options to our

employees, directors and consultants and incentive and non-qualified stock options to purchase up to 2,000,000 shares of common stock. In general, options become exercisableover a three-year period from the grant date and expire five years after the date of grant.

In May 2016, Milestone Scientific's stockholders approved the following amendments to the 2011 Plan:

i. Renaming of the 2011 plan to the “Milestone Scientific Inc., 2011 Equity Compensation Plan”ii. Providing for awards of restricted common stock; andiii. Increasing the maximum number of shares of common stock reserved for grants under the 2011 Plan from 2,000,000 to 4,000,000.

Milestone Scientific recognizes compensation expense on a straight-line basis over the requisite service period and in the case of performance-based options over theperiod of the expected performance. For the twelve months ended December 31, 2017 and 2016 respectively, Milestone Scientific recognized $636,058 and $579,103 of totalemployee compensation cost, respectively. As of December 31, 2017, and 2016, there was $603,979 and $678,842 of total unrecognized compensation cost related to non-vested options, respectively. Milestone Scientific expects to recognize these cost over a weighted average period of 3.04 years and 2.97 years as of December 31, 2017 and2016, respectively. A summary of option activity for employees under the plans and changes during the years ended December 31, 2017, and 2016 is presented below:

Number of

Options

WeightedAveraged

Exercise Price $

WeightedAverage

RemainingContractual Life

(Years)

AggregateIntrinsic Options

Value $ Options outstanding January 1, 2016 1,419,436 1.56 2.79 1,220,338 Exercisable, January 1, 2016 1,041,680 1.29 2.41 1,135,819 Granted 520,337 1.79 4.38 Exercised during 2016 (327,778) 0.75 - - Forfeited or expired (100,000) 2.35 - - Options outstanding December 31, 2016 1,511,995 1.74 2.97 102,605 Exercisable, December 31, 2016 1,054,202 1.65 2.51 102,605 Granted 1,806,741 1.82 4.69 25,610 Exercised during 2017 (83,333) 0.75 - - Forfeited, cancelled, or expired (1,250,068) - - Options outstanding December 31, 2017 1,985,325 1.74 3.04 25,160 Exercisable, December 31, 2017 1,317,441 1.84 2.46 8,537

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In July 2017, Milestone Scientific's Compensation Committee approved the issuance of 400,000 stock options to Gian Domenico Trombetta, CEO of Wand Dental, a

Director of Milestone Scientific and a director of Innovest S.p.A., an Italian investor (250,000 options at an exercise price of $2.55 per share were issued on July 7, 2017 and150,000 options having an exercise price at the higher of $2.55 or the market price of the stock on the date of the 2018 Annual Stockholder meeting, subject to approval of a newor amended equity incentive plan at such meeting.) Mr. Trombetta elected to cancel the 400,000 options granted as of December 31, 2017.

The weighted-average fair value of the options granted during 2017 and 2016 was estimated as $1.73 and $1.70 respectively, on the date of grant. The fair value for

2017 and 2016 was determined using the Black-Scholes option-pricing model with the following assumptions:

2017 2016Volatility 81.23% -97.24% 134.53%- 194.34%Risk-free interest 1.4%- 2.2% .4%-1.47%Expected Life 2-5 years 5 yearsDividend yield 0% 0%Forfeiture Rate 6% 6%

A summary of option activity for non-employees under the plans and changes during the years ended December 31, 2017 and 2016, is presented below:

Number of

Options Weighted Averaged

Exercise Price $

Weighted AverageRemaining

Contractual Life(Years)

AggregateIntrinsic Options

Value $Outstanding, January 1, 2016 8,333 2.70 4.83 Exercisable, January 1, 2016 2,777 2.70 4.83 Granted 216,666 2.53 - Exercised - - - -Outstanding, December 31, 2016 224,999 2.53 5.32 -Exercisable, December 31, 2016 14,734 2.72 4.36 -Granted 2017 - - - -Exercised 2017 - - - -Outstanding, December 31, 2017 224,999 2.52 3.51 -Exercisable, December 31, 2017 23,067 2.22 4.38 -

The fair value of the non-employee options was estimated on the date of grant using the Black Scholes option-pricing model at the date of grant. In accordance with the

provisions of FASB ASC 505, Milestone Scientific will re-measure the value of the grant at each presentation date unless there is a significant disincentive for non-performance or until performance has been rendered. For the twelve months end December 31, 2017, Milestone Scientific recognized $9,384 income related to non-employeeoptions. For the twelve months end December 31, 2016, Milestone Scientific recognized $25,346 expense related to non-employee options.

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NOTE M–EMPLOYMENT CONTRACT AND CONSULTING AGREEMENTS

Employment Contracts

As of September 1, 2009, Milestone Scientific entered into a five-year employment agreement with Leonard Osser as its Chief Executive Officer (the "2009 Agreement").The terms of the 2009 Agreement are automatically extended for successive one-year periods unless prior to August 1 of any year, either party notifies the other that he or itchooses not to extend the term. Under the 2009 Agreement, the CEO receives base compensation of $300,000 per year. In addition, the CEO, may earn annual bonuses up to anaggregate of $400,000, payable one half in cash and one half in common stock, contingent upon achieving targets set for each year by the Compensation Committee. In addition,if in any year of the term of the agreement the CEO earns a bonus, he shall also be granted five-year stock options to purchase twice the number of bonus shares earned. Eachsuch option is to be exercisable at a price per share equal to the fair market value of a share on the date of grant (110%) of the fair market value if the CEO is a 10% or greaterstockholder on the date of grant). The options shall vest and become exercisable to the extent of one-third of the shares covered at the end of each of the first three yearsfollowing the date of grant but shall only be exercisable while the CEO is employed by Milestone Scientific or within 30 days after the termination of his employment.

In accordance with the 2009 Agreement, 886,866 shares of common stock are to be paid out at the end of the term in settlement of $1,030,875 of deferred compensation

accrued at December 31, 2017 and 855,810 shares of common stock are to be paid out at the end of the contract in settlement of $980,906 of deferred compensation accrued atDecember 31, 2016 and, accordingly, such shares have been classified in stockholders' equity with the common stock classified as to be issued.

On December 1, 2016, Wand Dental and Gian Domenico Trombetta (“Trombetta”) entered into an Amended and Restated Employment Agreement (the “Agreement”),

pursuant to which Trombetta receives base compensation of $280,000 per year and is eligible to receive annual bonuses in the sole discretion of the Compensation Committee.Pursuant to the Agreement, Trombetta will continue to serve as the Chief Executive Officer of Wand Dental for a period of one-year beginning on September 1, 2016 throughAugust 31, 2017 (the “Employment Term”). The Employment Term automatically renews for a one-year period, from September 1st through August 31st of each successive year(each a “Renewal Term”), unless prior to June 1st of the Employment Term or any Renewal Term, as applicable, either party notifies the other that he or it chooses not to extendthe term of employment in accordance with the terms of the Agreement.

In July 2017, Milestone Scientific entered into a three-year employment agreement with Daniel Goldberger to serve as President and Chief Executive Officer of Milestone

Scientific. Under the agreement, Mr. Goldberger would receive base compensation of $300,000 per annum and may additionally earn annual bonuses of up to an aggregate of$400,000, payable one half in cash and one half in Milestone Scientific common stock (“Bonus Shares”) contingent upon achieving performance benchmarks periodically set foreach year by the compensation committee of the Board. In addition to any such shares of common stock, Mr. Goldberger was entitled to receive stock options (“Bonus Options”)to acquire twice the number of any Bonus Shares earned, pursuant to a non-qualified stock option grant agreement under Milestone Scientific’s then existing equitycompensation plan. The Bonus Options had a five-year term and were to vest in equal annual installments on each of the first, second and third anniversary of the grant date,subject to continued employment on such vesting date and accelerated vesting upon the occurrence of certain events. The exercise price of the Bonus Options was based on thefair market value of per share of common stock on the date of grant.

In July 2017, Milestone Scientific granted to Mr. Goldberger non-qualified stock options to purchase 921,942 shares of common stock at an exercise price of $2.00 per

share. Those options had a five-year term and were to vest in equal annual installments on each of the first, second and third anniversaries of the grant date, subject to hiscontinued employment on the vesting date and accelerated vesting upon the occurrence of certain events.

In July 2017, Milestone Scientific entered into a ten-year new employment agreement with Leonard Osser, who previously served as the Company’s President and Chief

Executive Officer, to serve as Managing Director – China Operations. This new agreement provides for annual compensation of $300,000 consisting of $100,000 in cash and$200,000 in the Company’s common stock valued at the average closing price of the Company’s common stock on the NYSE or such other market or exchange on which itsshares are then traded during the first fifteen (15) trading days of the last full calendar month of each year during the term of this agreement. This agreement supersedes all prioremployment agreements between Mr. Osser and Milestone Scientific. If the Company terminates Mr. Osser’s employment “Without Cause,” other than due to his death ordisability, or if Mr. Osser terminates his employment for “Good Reason” (both as defined in the agreement), Mr. Osser is entitled to be paid in one lump sum payment as soon aspracticable following such termination: an amount equal to the aggregate present value (as determined in accordance with Section 280G(d)(4) of the Code) of all compensationpursuant to this agreement from the effective date of termination hereunder through the remainder of the Employment Term.

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In July 2017, Mr. Osser also resigned from his positions of Chairman of the Board, Chief Executive Office and President of Milestone Medical. Upon his resignation,

Milestone Medical entered in a consulting agreement with U.S. Asian Consulting Group LLC, an entity controlled by Mr. Osser, pursuant to which he will provide specificservices to Milestone Medical for a ten- year term. Pursuant to the consulting agreement, U.S. Asian Consulting Group, LLC, is entitled to receive $100,000 per year for Mr.Osser's services.

On October 5, 2017, Milestone Scientific Inc. announced that Daniel Goldberger had resigned as President and Chief Executive Officer effective October 2, 2017, upon

which the previously described stock options granted to him in July 2017 terminated prior to vesting. All previous compensation expense recorded to the date of the resignation,related to the stock options, was reversed as of the resignation date.

On October 5, 2017, Milestone Scientific also announced the appointment of Leslie Bernhard, the Company’s current Chairman of the Board, as the Company’s InterimChief Executive Officer, to serve in such role until the appointment of a new Chief Executive Officer. In connection with her appointment to serve as the Company’s InterimChief Executive Officer, Ms. Bernhard was paid an annual salary of $200,000 received a one-time bonus of 100,000 shares of the Company’s Common Stock. In addition, at thecompletion of her service as Interim Chief Executive Officer, Ms. Bernhard shall be entitled to receive a cash bonus in an amount to be determined by the Board of Directors atthat time. On December 19 ,2017 the Board of Directors appointed Leonard Osser Interim Chief Executive Officer, replacing Leslie Bernhard. Ms. Bernhard agreed to accept25,000 shares of Milestone Scientific stock for her services as Interim Chief Executive Officer in-lieu of the 100,000 shares she was previously awarded.

On December 19, 2017 the Board of Directors appointed Leonard Osser Interim Chief Executive Office, replacing Leslie Bernhard. Mr. Osser will enter into a similar

2009 employment contract that he received 2017 before he resigned his position as CEO of the company. Mr. Osser placed on hold his position as Managing Director-ChinaOperations and his consulting agreement with Milestone Medical to rejoined Milestone Scientific Inc. as Interim Chief Executive Officer and will not receive or earn anycompensation under those agreements until he is no longer Interim Chief Executive Officer. NOTE N — INCOME TAXES

Due to Milestone Scientific's history of operating losses, a full valuation allowances have been provided for all of Milestone Scientific's deferred tax assets At December31, 2017 and 2016, no recognition was given to the utilization of the remaining net operating loss carryforwards in each of these periods.

In accordance with ASU 2015-17, Income Taxes, deferred tax assets and liabilities have been classified, and treated retrospectively, as non-current. Deferred tax attributes

resulting from differences between financial accounting amounts and tax bases of assets and liabilities at December 31, 2017 and 2016 are as follows:

2017 2016 Allowance for doubtful accounts-short term $ 3,000 $ 4,000 Warranty reserve 20,000 36,000 Capital Gains 45,000 Deferred officers compensation 636,000 395,000 Depreciation and Amortization 181,000 135,000 Deferred revenue 478,000 Net operating loss carryforward 15,116,000 18,456,000 Subtotal 16,479,000 19,026,000 Valuation allowance $ (16,479,000) $ (19,026,000)

The deferred tax asset, before valuation allowance, has been calculated on rates anticipated to be effect when the temporary differences reverse. Accordingly, based on

the change in Federal tax rates promulgated in December 2017, effective January 1, 2018, the Company utilized a Federal rate of 21% and accordingly existing deferred taxassets upon the tax law act being signed into law on December 22, 2017, the Company revalued its deferred tax assets which resulted in a tax provision charge of $8,677,000,offset by a corresponding decrease in the valuation allowance.

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As of December 31, 2017, federal net operating loss carryforwards are approximately $60,000,000. As of December 31, 2016, and Milestone Scientific has federal net

operating loss carryforwards of approximately $56,530,000, which is comprised solely of losses attributable Milestone Scientific and its subsidiaries. Net operating losses will beavailable to offset future taxable income, if any, through December 2037. As of December 31, 2017, state net operating losses were approximately $24,500,000. As of December31, 2016 Milestone, Scientific has state net operating loss carryforwards of approximately $22,942,000. Net operating losses will be available to offset future taxable income, ifany, through December 2037.

The utilization of Milestone Scientific's net operating losses may be subject to a substantial limitation due to the "change of ownership provisions" under Section 382 of

the Internal Revenue Code and similar state provisions. Such limitation may result in the expiration of the net operating loss carry forwards before their utilization. MilestoneScientific has established a 100% valuation allowance for all its deferred tax assets due to uncertainty as to their future realization.

As of December 31, 2017, and 2016, state tax liability was approximately $18,339 and $13,000 respectively. Such expense was recognized in the accompanying

consolidated financial statements. A reconciliation of the statutory tax rates for the years ended December 31, is as follows:

2017 2016 Statutory rate 34% 34%State income tax - all states 6% 6%Non-deductible Stock based compensation - 3%Deferred provision for effect of change in Federal rate 164% - 204% 43%Valuation allowance (204%) (43%)Effective tax rate 0% 0%

Accounting for uncertainties in income taxes prescribes a recognition threshold and measurement attribute for the financial statement recognition and measurement of atax position taken or expected to be taken in a tax return, and provides guidance on derecognition, classification, interest and penalties, disclosure and transition. At December31, 2017, and 2016, we had no uncertain tax positions that required recognition in the consolidated financial statements. Milestone Scientific's policy is to recognize interestand penalties on unrecognized tax benefits in income tax expense in the Statements of Operations. No interest and penalties are present for periods open. Tax returns for the2014, 2015, and 2016 years are subject to audit by federal and state jurisdictions.

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NOTE O — SEGMENT AND GEOGRAPHIC DATA

We conduct our business through two reportable segments: dental and medical. These segments offer different products and services to different customer base. The following tables present information about our reportable and operating segments:

Sales Years ended Net Sales: 2017 2016

Dental $ 11,279,886 $ 10,460,752 Medical 2,000 21,253

Total $ 11,281,886 $ 10,482,005 Operating Income (Loss): 2017 2016

Dental $ 3,127,570 $ 2,087,002 Medical (2,389,145) (3,265,602)Corporate (5,972,743) (5,335,360)

Total $ (5,234,318) $ (6,513,960) Depreciation and Amortization: 2017 2016

Dental $ 17,305 $ 17,619 Medical 26,950 62,720 Corporate 528,895 82,586

Total $ 573,150 $ 162,925 Income before taxes and equity in earnings of affiliates: 2017 2016

Dental $ 3,136,167 $ 2,097,652 Medical (2,391,082) (3,219,497)Corporate (5,975,035) (5,395,918)

Total $ (5,229,950) $ (6,517,763) Total Assets: 2017 2016

Dental $ 10,255,144 $ 10,472,879 Medical 655,513 913,840 Corporate 4,718,130 (2,794,921)

Total $ 15,628,787 $ 14,181,640

F-23

The following table presents information about our operations by geographic area as December 31, 2017 and 2017. Net sales by geographic area are based on the respectivelocations of our subsidiaries

2017 2016 Dental Total Product Sales

Domestic-US and Canada $ 5,339,709 $ 3,352,561 International -Rest of the World 3,869,177 3,682,591 International -China 2,071,000 3,425,600

Total $ 11,279,886 $ 10,460,752 Total Product Sales Medical

Domestic-US and Canada $ - $ - International - Rest of the World 2,000 21,253

Total $ 2,000 $ 21,253

Total Domestic-US and Canada $ 5,339,709 $ 3,352,561 International -Rest of the World 3,871,177 3,703,844 International -China 2,071,000 3,425,600

Total $ 11,281,886 $ 10,482,005 NOTE P -- CONCENTRATION

Milestone Scientific has informal arrangements with a third-party manufacturer of the STA, CompuDent® and CompuMed® instruments, pursuant to which theymanufacture these products under specific purchase orders but without any long-term contract or minimum purchase commitment. In March 2016, Milestone Scientific enteredinto a purchase commitment for delivery of 3,000 instruments, as of December 31, 2017 all instruments have been received. In January 2017 Milestone Scientific entered into apurchase commitment for the delivery of 2,000 instruments beginning in the 4th quarter of 2017. An advance of $697,192 was recorded at December 31, 2017. At December 31,2017, Milestone Scientific’s purchase commitment for this purchase order was $300,460. An advance of $656,752 was recorded at December 31, 2016. At December 31, 2016,Milestone Scientific’s purchase commitment for this purchase order was $272,231. Consequently, advances on contracts have been classified as current at December 31, 2017and 2016 respectively.

For twelve months ended December 31, 2017, an aggregate of approximately 70% of Milestone Scientific's net product sales were to two customers/ distributors (one ofwhich, Milestone China, is a related party), 51% and 19%, respectively. For twelve months ended December 31, 2016, an aggregate of approximately 58% of MilestoneScientific's net product sales were to two customers/distributors (one of which, Milestone China, is a related party), 31%, and 27%, respectively. Accounts receivable for themajor customer/distributors amounted to an aggregate of approximately $2,555,476, or 78% of Milestone Scientific's accounts receivable for twelve months ended December 31,2017. Accounts receivable for the major customer/distributors amounted to an aggregate of approximately $2,994,686, or 85% of Milestone Scientific's accounts receivable fortwelve months ended December 31, 2016.

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NOTE Q -- RELATED PARTY TRANSACTIONS

Milestone Scientific has a manufacturing agreement with United Systems (an entity controlled by a significant stockholder of Milestone), the principal manufacturersof its handpieces, pursuant to which it manufactures products under specific purchase orders, but without minimum purchase commitments. Purchases from this manufacturerwere $2,146,108 and $3,025,249 for the twelve months ended December 31, 2017 and 2016, respectively. Milestone Scientific owed $985,678 and $1,235,052 to thismanufacturer as of December 31, 2017 and 2016, respectively.

Milestone Scientific had $2,071,000 of related party sales of handpieces and instruments to Milestone China and Milestone China’s agent for twelve months ended

December 31, 2017. Milestone Scientific had $3,425,000 of related party sales of handpieces and instruments to Milestone China for twelve months ended December 31, 2016.As of December 31, 2017, and 2016, Milestone Scientific recorded deferred revenues and deferred costs associated with sales to Milestone China of $1,725,450 and $1,109,671,and $1,001,800 and $620,041, respectively. As of December 31, 2017, and 2016, Milestone China and Milestone China’s agent owed $1,725,450 and $2,714,600, respectively,to Milestone Scientific which is included in related party accounts receivable on the consolidated balance sheets. Milestone Scientific defers the total revenue and costs of goodssold when instruments and handpieces are shipped to Milestone China and Milestone China’s agent due to market conditions and Milestone China liquidity concerns.

In August 2016, a stockholder of Milestone Scientific entered a three-year agreement with Milestone Scientific to provide financial and business strategic services. Expenses

recognized on this agreement were $100,000 for the twelve months ended December 31, 2017 and 2016, respectively. In January 2017, Milestone Scientific entered into a 12-month agreement with Innovest S.p.A. to provide consulting service. This agreement is expected to continue into

2018. Expenses recognized on this agreement were $80,000 for the twelve months ended December 31, 2017. See Note M for related party employment and consulting agreements.

NOTE R — COMMITMENTS AND OTHER (1) Lease Commitments The headquarters for Milestone Scientific is located at 220 South Orange Ave, Livingston, New Jersey. Milestone Scientific leases approximately 7,625 square feet ofoffice space. The lease term expires January 31, 2020 and provides for a monthly lease payment of $12,522. Additionally, Milestone Scientific has other smaller insignificantleases ending through 2017. Further, a third-party distribution and logistics center in Pennsylvania handles shipping and order fulfillment on a month-to-month basis. Aggregate minimum rental commitments under noncancelable operating leases are as follows:

Year Ending December 31, 20172018 $ 150,2642019 150,2642020 12,522 $ 313,050

For the years ended December 31, 2017 and 2016, respectively, rent expense amounted to $141,428 and $133,657 respectively. (2) Other Commitments Milestone Scientific's employment agreement (the “2009 Agreement”) with Leonard Osser, its former Chief Executive Officer, provided for payments of $203,111 peryear for five years to the executive or as he directs such payments, to a third party, to fund his acquisition of, or contribution to, an annuity, pension, or deferred distributionplan; or for an investment for the benefit of the executive and his family. Milestone Scientific expensed approximately $203,111 years ended December 31, 2017, and 2016respectively to fund this obligation. In July 2017, Milestone Scientific entered into a new employment agreement with Mr. Osser, which superseded the 2009 Agreementpursuant to which he stepped down from his position as Chief Executive Officer and became Managing Director – China Operations. Pursuant to the new agreement, MilestoneScientific agreed to fund the last installment of $203,111 in 2018 as provided for in the 2009 Agreement.

F-25

On December 19, 2017 the Board of Directors appointed Leonard Osser Interim Chief Executive Officer, replacing Leslie Bernhard. Mr. Osser will enter into a similar

employment contract that he received 2017 before he resigned his position as CEO of the company. Mr. Osser placed on hold his position as Managing Director-ChinaOperations and his consulting agreement with Milestone Medical to rejoined Milestone Scientific Inc. as Interim Chief Executive Officer. Mr. Osser will not receive or earn anycompensation under these agreements until he is no longer Interim Chief Executive Officer.

The technology underlying the SafetyWand® and CompuFlo®, and an improvement to the controls for CompuDent® were developed by the Director of Clinical Affairs

and assigned to Milestone Scientific. Milestone Scientific purchased this technology pursuant to an agreement dated January 1, 2005. The Director of Clinical Affairs will receiveadditional payments of 2.5% of the total sales of products using certain of these technologies, and 5% of the total sales of products using certain other of the technologies untilthe expiration of the last patent. The Director of Clinical Affairs was granted, pursuant to the agreement, an option to purchase, at fair market value on the date of the grant 8,333shares of common stock upon the issuance of each additional patent relating to these technologies. If products produced by third parties use any of these technologies (underlicense from us) then the Director of Clinical Affairs will receive the corresponding percentage of the consideration received by Milestone Scientific for such sale or license.

The Director of Clinical Affairs’ royalty fee was $554,150 and $526,737 for twelve months ended December 31, 2017 and 2016, respectively. Additionally, Milestone

Scientific expensed consulting fees to the Director of Clinical Affairs of $275,000 for twelve months ended December 31, 2017 and 2016, respectively. In January 2017, Milestone Scientific entered into a 12-month agreement with Innovest S.p.A. to provide consulting services. This agreement will renew for successive

12-month terms unless terminated by Innovest S.p.A or Milestone Scientific. Expenses recognized on this agreement were $80,000 for twelve months ended December 31, 2017respectively. This agreement is expected to continue into 2018

On October 2, 2017, Milestone Scientific accepted the resignation of the then CEO, Daniel Goldberger. Subsequent to that date, Mr. Goldberger through his attorney

advised Milestone Scientific’s attorneys, that Mr. Goldberger was entitled, based on the circumstances he asserted with respect to his resignation after acceptance of suchresignation, to his basic salary ($300,000) for one year and certain other benefits (health and disability insurance for one year ($30,000 estimated) and a car allowance of$1,200 per month), in accordance with his employment contract dated July 10, 2017. Under the circumstances asserted by Mr. Goldberger, he would also be entitled to theimmediate vesting of options under the Milestone Scientific’s Stock Option Plan agreed to be granted to him pursuant to his employment agreement, exercisable for ninety daysafter his resignation, for 921,942 shares of Milestone Scientific at a price of $2.00 per share, which exercise price is more than the market price of Milestone Scientific’s shareson the date hereof. In February 2018, Milestone Scientific Inc. and Mr. Goldberger signed a settlement and released an agreement with respect to Mr. Goldberger’s leaving theCompany, the gross settlement was $175,000 and, $75,000, was paid in March 2018. The remainder of the settlement will be paid over a nine-month period beginning inMarch 2018.

NOTE S — PENSION PLAN Milestone Scientific has a Defined Contribution Plan that allows eligible employees to contribute part of their salary through payroll deductions. Milestone Scientific doesnot contribute to this plan, but does pay the administrative costs of the plan, which were not significant.

NOTE T — SUBSEQUENT EVENTS

In January 2018 the Company entered into a purchase commitment for the delivery of 2,000 instruments beginning in the 3rd quarter of 2018, the Company’s purchasecommitment for this purchase order was $1,397,440.

As of March 2, 2018, the Note Receivable identified on the Balance Sheet was in default. If Milestone Scientific exercises its rights as a secured party it may be obligated

to return to the purchaser up to the $250,000 received for the Milestone China Shares as surplus. At this time Milestone Scientific has not received a response from the purchaserof the Milestone China Shares, Milestone Scientific has not recorded any financial benefit from the sale of Milestone China Shares to date.

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Exhibit 31.1Rule 13a-14(a)/15d-14(a) Certification

I, Leonard Osser, certify that: 1. I have reviewed this annual report on Form 10-K of Milestone Scientific Inc.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessaryto make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to theperiod covered by this report; 3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all materialrespects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report; 4. The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures(as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange ActRules 13a-15(f) and 15d-15(f)) for the registrant and have: (a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under thesupervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us byothers within those entities, particularly during the period in which this report is being prepared; (b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed underthe supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financialstatements for external purposes in accordance with generally accepted accounting principles; (c) Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report the conclusions aboutthe effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report, based on such evaluation;and (d) Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant'smost recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or isreasonably likely to materially affect, the registrant's internal control over financial reporting; and 5. The registrant's other certifying officer(s) and I have disclosed, based on the most recent evaluation of internal control over financialreporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalentfunctions): (a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which arereasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and(b) Any fraud, whether material, that involves management or other employees who have a significant role in the registrant's internalcontrol over financial reporting. Date: April 2, 2018

/s/ Leonard Osser Leonard Osser Interim Chief Executive Officer (Principal Executive Officer)

Exhibit 31.2

Rule 13a-14(a)/15d-14(a) Certification I, Joseph D'Agostino, certify that: 1. I have reviewed this annual report on Form 10-K of Milestone Scientific Inc.; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessaryto make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to theperiod covered by this report; 3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all materialrespects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report; 4. The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures(as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange ActRules 13a-15(f) and 15d-15(f)) for the registrant and have: (a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under thesupervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us byothers within those entities, particularly during the period in which this report is being prepared; (b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed underthe supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financialstatements for external purposes in accordance with generally accepted accounting principles; (c) Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report the conclusions aboutthe effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report, based on such evaluation;and (d) Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant'smost recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or isreasonably likely to materially affect, the registrant's internal control over financial reporting; and 5. The registrant's other certifying officer(s) and I have disclosed, based on the most recent evaluation of internal control over financialreporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalentfunctions): (a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which arereasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and(b) Any fraud, whether material, that involves management or other employees who have a significant role in the registrant's internalcontrol over financial reporting. Date: April 2, 2018

/s/ Joseph D'Agostino Joseph D'Agostino Chief Financial Officer and Chief Operating

Officer (Principal Financial Officer)

Exhibit 32.1

CERTIFICATION PURSUANT TO18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TOSECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the annual report of Milestone Scientific Inc. (“Milestone”) on Form 10-K for the period ending December 31, 2017as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Leonard Osser, Interim Chief ExecutiveOfficer of Milestone, certify, pursuant to 18 U.S.C. ss. 1350, as adopted pursuant to ss. 906 of the Sarbanes-Oxley Act of 2002, that: (1) The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended; and (2) The information contained in the Report fairly presents, in all material respects, the financial condition and result of operations ofMilestone. Date April 2, 2018

/s/ Leonard Osser Leonard Osser Interim Chief Executive Officer(Principal Executive Officer)

A signed original of this certification has been provided to Milestone and will be retained by Milestone and furnished to the Securitiesand Exchange Commission or its staff upon request.

Exhibit 32.2

CERTIFICATION PURSUANT TO18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TOSECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the annual report of Milestone Scientific Inc. (“Milestone”) on Form 10-K for the period ending December 31, 2017as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Joseph D’Agostino, Chief Financial Officerof Milestone, certify, pursuant to 18 U.S.C. ss. 1350, as adopted pursuant to ss. 906 of the Sarbanes-Oxley Act of 2002, that: (1) The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended; and (2) The information contained in the Report fairly presents, in all material respects, the financial condition and result of operations ofMilestone. Date April 2, 2018

/s/ Joseph D’Agostino Joseph D’AgostinoChief Operating OfficerChief Financial Officer(Principal Financial Officer)

A signed original of this certification has been provided to Milestone and will be retained by Milestone and furnished to the Securitiesand Exchange Commission or its staff upon request.

Exhibit 23.1CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

We hereby consent to the incorporation by reference in the Registration Statements on Form S-3 No. 333-209466 and Form S-8 FileNo. 333-134245 and No. 333-40413 of Milestone Scientific Inc. of our report dated April 2, 2018, relating to our audit of theconsolidated financial statements of Milestone Scientific Inc. as of December 31, 2017, which appear in this Form 10-K. /s/ Friedman LLPEast Hanover, New JerseyApril 2, 2018